Corporate Meetings (continued)
The board generally should also approve the following types of transactions:
- Designating corporate bank accounts and authorized signatories
- Changing an officer's compensation (unless this has been expressly delegated)
- Entering into a major lease of premises
- Entering into any other major contractual agreement or venture
This list does not include all requirements, and some corporate actions require shareholder approval as well. Also, some jurisdictions
have different requirements.
Of course, small corporations in particular often have informal "meetings" where these matters are decided. However, it is important to subsequently prepare meeting minutes or unanimous written consents (signed by all the directors in lieu of a meeting) that approve the actions.
If your corporation has not kept adequate records of shareholder and board meetings, these records with can and should be reconstructed with the aid of a legal professional.
You should obtain proper legal consultation if you think that your corporate records might not be getting the attention they should be.
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A legal guide to corporate housekeeping, forms, etc...
adapted from: Methven & Associates, 2232 Sixth Street, Berkeley, CA 94710 phone: (510) 649- 4019; fax: (510) 649-4024; e-mail: bmethven@methvenlaw.com Web site: www.methvenlaw.com; Copyright 2000 Bruce E. Methven. All Rights Reserved.
»Example of minutes of a Board of Directors Meeting
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