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Company Maintenance

Filing Corporate Minutes


California requires your corporation to keep regular meeting minutes, (Also strongly recommended for LLC’s). Though these minutes do not need to be filed with the state and must instead be kept with your corporate records, they are of critical importance for protecting your limited liability status. Company meeting minutes keep you compliant, and document the decisions made by your business. . 

How to Keep Corporate Minutes
You need to have someone keep your corporate minutes. When a meeting needs to be held, the person recording the minutes will be required to send a Notice Form to each shareholder or director. This form must include:
  • The name of the corporation
  • A statement that the corporation is located in California
  • Those present at the meeting
  • The date and time of the meeting to be held
  • The purpose of the meeting
The minutes should then be signed and dated. If the shareholders or directors agree not to receive written notification of a meeting, the designated individual will need to have each sign a Waiver of Notice Form.
During the meeting, the designated individual needs to take notes. These notes may be handwritten but later must be transcribed to a typed Minutes Form. The notes must indicate the date and time of the meeting, attendees, purpose of the meeting, and information that was discussed. At the next meeting the designee needs to present the Minutes Form to the shareholders or directors. They are to approve the form by vote, and then the designee makes a notation of the fact on the form.
The Minutes Form needs to be filed in a secure location where it can be retrieved if necessary. This file needs to be permanently maintained.
For Questions or Legal Assistance
If you have questions about corporate meetings or the keeping of minutes, you should consult with Anthony Marban.

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