Also known as: minute · minutes
Written by attorneys · grounded in primary & secondary sources — see below
Records of all meetings of shareholders, the board of directors, and board committees, as well as records of all actions taken without a meeting by those bodies.
Ming Ma and Maria Morales, the sole shareholders of Mirage Hotels, sign a written consent approving a merger. The consent describes the action, bears the date of signature, and is delivered to the corporation. The mins are filed with the corporate records, satisfying the requirement that all entitled shareholders approve the action without a meeting.
The compensation committee of Metro Bank holds a meeting to set executive salaries. The secretary records the discussion and vote. The mins are added to the corporate records and made available for later board review.
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After the annual shareholder meeting of Marathon Logistics, the secretary prepares and signs the official record of actions taken. The mins accurately state the votes and resolutions adopted and are placed in the corporate minute book.
Matthew Martinez, a shareholder of Marathon Logistics, signs a written waiver of notice for the annual meeting. The waiver is delivered to the corporation before the meeting date. The mins record the waiver, allowing the meeting to proceed without the statutory notice period.
Metro Bank maintains mins of all shareholder meetings and actions taken without a meeting by the board. The records are kept so they can be produced for inspection within a reasonable time upon proper demand.
Mercury Industries receives a signed written demand from shareholder Ming Ma to inspect the mins of shareholder actions taken without a meeting. The demand is made at least five business days before the requested inspection date at the principal office.
The consent must describe the action taken, bear the date of signature, and be signed by all shareholders entitled to vote. It must then be delivered to the corporation for filing with the mins or corporate records.
A shareholder may waive notice before or after the meeting date. The waiver must be in writing, signed by the shareholder, and delivered to the corporation for filing with the mins.
A corporation must maintain mins of all shareholder meetings and records of all actions taken without a meeting by shareholders, the board, and board committees.
A shareholder may inspect the mins of shareholder meetings and actions taken without a meeting after giving five business days' written notice, provided the request targets records listed in section 16.01(a).
…to the inspector of buildings, under rules and regulations of the board of zoning appeals. Meetings of the board are public, and minutes of its proceedings are kept. It is authorized to adopt rules and regulations to carry into effect provisions of the ordinance. Decisions of the inspector of buildings may be appealed to the…