Every day, essential meetings take place in your workplace. These meetings, at times, results in the groundbreaking decisions for the organization. But reaching a decision in a meeting is a time-consuming task. And that where we need a medium which can ease out this painstaking errand. Meeting of minutes is a technique of collecting the facts takes place in a meeting. Minutes usually recorded in the written format so that it can further use for making an imperative decision.
What is the primary objective of minutes?
The primary purpose of minutes is to generate an authentic record of the steps taken at a meeting. Minutes are considered as the extended version of formal communication between the organization’s members. The minutes are not intended to serve as an accurate account of who said what and when. Minutes doesn’t entirely focus on recording surrounding discussion; instead, its emphasis on crucial points taken in the Meeting.
What requires being included in minutes of Meeting?
When you are drafting minutes of meetings, you need to incorporate several kinds of information. Below we have mentioned some entries that one has to include prior to the commencement of the Meeting.
- Time, Date and location.
- Metting’s objective.
- Attendees name.
- Agenda items.
- Decisions that were taken in the Meeting.
- Actions, Deadline, and info regarding follow-up meeting.
The minutes also should reflect presentations, reports, facts and the name of the party delivering the presentation. Prepare your Minutes of Meeting by writing down the things you know beforehand, like Date, time, location, purpose and agenda items. This way, you will only have to add the things that you discussed, like the outcome of the Meeting.
Many courts and government agencies have accorded Minutes of Meeting of significant evidentiary weight. Consequently, those who outline Minutes of Meeting should do so with the cognizance that they eventually may be tested in litigation involving an association.
From the legal viewpoint, Minutes of Meeting also let the company create a record of its strict compliance with its statutory responsibilities. For example, if the organization is considering a significant transaction, the minutes ought to show that the board was adequately notified, and engaged on the matter. The reports prepared by the company’s attorneys, or other advisors should be noted in the minutes.
Accordingly, it is not essential to incorporate remarks about who said what on a particular interest as for the idea that such statements will be informative later that simply is not true. Comments made during the Meeting do not significantly reflect the consensus view.
In fact, it usually is the minority opinion that is showed at meetings, with the majority voting in favour or against the suggested steps. As a historical record, Minutes of Meeting even a word-for-word recording can be very skewed.
Moreover, if attendees think that a record must be made of their situations, as argued to actions taken, they may feel constrained to make conversations for the record.
It is not crucial to record the mover of a motion, or who voted against a motion. However, each member does have every right in the world to have their vote recorded.
Minutes of meeting in the context of Companies Act, 2013
Every organization shall keep Minutes of Meetings in a Minutes Book. Minutes kept following the provisions of the Act evidence the steps written therein. Minutes ease out the process of decision making through a systematic inclusion of meeting actions.
The procedure of Maintenance of Minutes
- Minutes ought to be recorded in books.
- A different Minutes Book shall be maintained for Board and Committees.
- Minutes can also be maintained in electronic form but only through Timestamp.
- An organization can opt any form of a minute to record the Meeting i:e either electronic or physical.
- Every company shall follow the consistent form of maintaining the Minutes. Variations are acceptable in such a type of maintenance.
Content of the Minutes
Content of the Minutes segmented into two parts:
General Contents: General Contents compromise of the following elements:
- State at Beginning: At the beginning, minutes shall exhibit followings parameters:
- Serial number
- Meeting description
- Organization name
- Day, Date, time, and venue.
- Conclusion of the Meeting
- Person Presents:
- Names of the officials present in the Meeting.
- Names of the Directors connect via Electronic Mode.
- The Company Secretary
- Invitees, if any
Specific Contents: The following elements should be part of the specific contents:
- Record of Election of Chairman of Meeting:
The Chairman of the Board, if available, will be responsible for handling the proceeding of the meetings.
If Chairman of the Board fails to register their presence, then directors are entitled to appoint any person as Chairman of the Meeting.
- Granting of Leave of Absence:
If any director is absent and submits a leave to the concerned official, the Chairman is entitled to record the Leave of Absence.
The company should receive “Leave of Absence “from the absent director.
- Record Mode of Attendance of Director:
Chairman will record the mode of attendance of the director, i.e., Physical or through electronic mode.
- Record presence of attendance:
The Chairman will go through the list of attendees in the attendance register.
- Record Detail of Director attending the Meeting via video conferencing:
If any director participates via video conferencing, then Chairman will record the following: His location, Agenda items, and other crucial details. This will be achieved via roll call.
- Recording of the Minutes of the past Meeting:
The Board Meeting of the company is entitled to take note of the Minutes of the last board meeting. This can be done by circulating a signed copy of minutes to the directors.
- Noting the Minutes of the Committees:
If the company incorporates any committee, then the director of the company will record the minutes.
- Recording of solution passed by circulation:
If an organization passes any resolution via circulation resolution, then the company will take noting of such a decision in the forthcoming minutes.
Read our article:Inspection of Minutes Book of General Meeting
Why are minutes of meeting so valuable?
Although on the surface, it seems that Minutes of Meeting can consume a lot of time, they can help you save energy, money, and time. Meeting minute is an evidentiary representation of what was discussed at a meeting. It will help those members of the organization that more likely to depend on their recollection to take an important decision.
Minutes of Meeting give legal security.
Minutes are essential details that one can’t overlook as far as the synchronization of the business with laws is concerned. Minutes depict the functioning of the board and are recognized as a legal document by auditors, and courts. Legal experts will maintain that if an action isn’t in the minutes, it didn’t happen.
Minutes of Meeting encourage progress.
Good Minutes of Meeting help to transform the plan into the action. They clarify everything about decision attributes and map out a plan for the action items. This further creates a working footprint for those who failed to attend the Meeting.
Minutes of meeting act as a probe
Minutes record meeting decisions and act a useful review document for the company member. They provide a briefing of what exactly went in the Meeting and what choices will convert into action in the future.
What is the best format for a minute of a meeting?
Lastly, for a bit of useful guidance to make the minutes as simple as possible to compose and to use, it is an excellent idea for them to follow the schedule. Each item in the list should have a similar action item in the minutes. If attendees seek more info in the background for a specific item in the minutes, they can take advantage of the supporting material that supplemented the agenda.
In sum, minutes should include accurate and necessary information as to the Meeting–e.g., who attended, etc. Also, a minute should be designed with an end goal to report the steps taken at the Meeting. While conducting this action, users to adopt a clear approach as far as the format and overall structure of the report is a concern.
Not taking Minutes of Meeting can harm the decision-making ability of the corporate’s professional. In the worst-case scenario, overlooking of minute can cost you in terms of both money and time. Henceforth, taking minutes is a good practice, and it should be done on a standard premise whenever the necessity arises.
Read our article: What is Quorum For Board Meeting in Regards to Companies Act, 2013?