What is a corporate minute book?

Question

what is a corporate minute book

Answer 1

A corporate minute book serves as an official corporate record, and contains a record of minutes of all resolutions passed, be they directors' resolutions or shareholder resolutions. The minute book is usually maintained by the company secreary.

The minute book leaves a trail that enables owners and attorneys to look back at the decisions and transactions of a corporation. The minute book is an important audit backup. With it, one can determine effective dates for tax purposes and establish justification for the accrual of expenses and fixed obligations.

Up-to-date records help you avoid challenges to the corporation's authority to take certain actions. These challenges might come from minority shareholders, fellow directors, employees or government agencies. Corporate minutes are important records of the authority granted to the corporate officers and directors to act.

The minute book establishes the background record needed by your lawyer to support certain legal opinions. When a corporation undertakes a significant transaction, it is often necessary to obtain a legal opinion regarding the corporation's history as well as current authority for such a transaction. An example may be something as simple as securing certain types of financing and other banking relationships. The corporate minute book provides evidence that the corporation has done everything it is supposed to do.

The corporation's minute book should include stock records. This section needs to be carefully kept current because it is the one true ownership record of the stock of the corporation. Ownership is not officially recorded anywhere else. Your minute book should reflect exactly when and to whom shares of stock have been transferred, particularly if the corporation is an "S" corporation. We also generally recommend that the original stock certificates of the owners be retained with the minute book. This prevents the certificates from becoming lost and prevents shareholders from selling their stock without the corporation's knowledge.

The minute book records amounts that the corporation intends to pay as compensation and dividends. It records the grant of authority to make contributions to qualified retirement plans. It is much more difficult for the IRS to prevail in treating an intended deductible payment to a shareholder as a dividend if the minute book contains a contemporaneous record of authorization of compensation, bonuses, rent or other deductible payment.

Answer 2

Corporate Minute Book

Answer 3

Minute Books

Answer 4

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What is a corporate minute book?
what is a corporate minute book

Answer 5

The Minutes of the Meetings of the Board of Directors.

The Minutes of the Meetings of the Shareholders.


It is essentially the memory of the corporation.

Answer 6

i say later

Answer 7

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