Maintenance of Minutes

Minutes are to be maintained properly and they are to be signed by the chairman. A concerning authority reviews these minutes. These are to be maintained by following certain guidelines as mentioned in the Companies Act, 2013.

Benefits of Minutes Preparation

The participants to the meetings have a reminder aid.

The minutes say who will do what and when.

They are the starting point of the following meeting.

They are helpful for those absent to know was discussed and what decisions have been taken.

In case of conflicts, they are useful to know what agreements were made.

Effective Meeting Minutes Include the Following

  • The names of the participants
  • Agenda items
  • Calendar or due dates
  • Actions or tasks
  • The main points
  • Decisions made by the participants
  • Record what is the most important points
  • Future decisions
  • Documents: images, attached files

Checklist for Minutes Preparation

There are a number of items which corporate secretaries should include in the minutes. The following checklist presents the reference points before starting preparation of minutes

  • Date and Location of Meeting
  • If the Meeting is a regular or special meeting
  • Recital of Notice having been given or waived
  • Meeting beginning time and ending Time
  • Attendance of Directors
  • Recital of quorum being present
  • Names of person chairing the meeting and the person taking minutes
  • Attendance by Management or Consultants
  • Indication of Action Taken
  • Comings and Goings of Director after the start of the Meeting. For Eg: If a vote if to be taken or sensitive issues are to be discussed then the director participated in voting procedure.
  • Resolution Adopted
  • Reference of briefing materials either distributed in advance of the meeting or presented at the meeting.
  • Note If Executive sessions were held.

Entry in Minutes book

Period of entry of minutes Within 30 days from the date of conclusion of the Meeting either original or adjourned The date of entry of Minutes should be recorded by a Director or the Secretary
Alteration Minutes once entered should not be altered except grammatical or minor corrections If major alteration is needed it must be taken by express approval in the subsequent Meeting

Preservation of Minutes

  • Minutes of all Meetings should be preserved permanently in physical or electronic form.
  • Office copies of Notices, Agenda, Notes on Agenda and other related papers should be preserved in good order in physical or electronic form for as long as they remain current or for ten years, whichever is later and may be destroyed thereafter with the approval of the Board.

Inspection of Minutes

Following Persons can inspect the Minutes

Directors

Company Secretary in Practice appointed by the company

Secretarial Auditor

The Statutory Auditor

The Cost Auditor

The Internal Auditor

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Frequently Asked Questions

Do I need to be personally present while Preparation of Minutes?

No need of physical presence is required. Data will be exchanged through E-Mails and confirmation and review can be done thereon.

How much time will it take to prepare minutes?

According to be work to be done. Suitable time for preparation will be intimated in advance.

Are there any hidden costs involved?

No Hidden charges. Every detail regarding charges is transparent as you will see in your mailbox.

Are minutes Books uploaded in ROC?

Not all resolutions are required to be filed. Whole minute Book is not uploaded. Only relevant resolutions as and when the event occurs are required to be filed within a given time frame.

Is it mandatory to Maintain Minute Books by every Company?

Yes, all the Companies as per Companies Act, 2013 are required to maintain Minutes.