Minutes of Meetings 📝

Definition (Section 118): Minutes are the official written record of proceedings of a meeting.

Think of it as: The meeting's "report card" - what was discussed and decided.

Purpose of Minutes 🎯

1. Legal Evidence: Proof of decisions taken.
2. Record of Attendance: Who attended/abstained/dissented.
3. Accountability: Track what was decided and by whom.
4. Reference: Future meetings can refer to past decisions.

What to Include in Minutes? 📋

Must Record:

1. Date, Time, and Place of meeting.
2. Names of attendees (members/directors present).
3. Agenda items discussed.
4. Resolutions passed (word-by-word for special resolutions).
5. Voting results (For/Against/Abstain).
6. Dissent (if any director disagrees, record it).
7. Chairman's signature (with date).

Must NOT Include:

• Personal opinions/debates.
• Offensive language.
• Discussion details (only decisions).

Maintenance Rules 📚

Statutory Requirements:

1. Minutes must be written/entered within 30 days of meeting.
2. Kept in Minutes Book (bound, pages numbered).
3. No blank pages should be left between minutes.
4. Preserved for 8 years at registered office.
5. Available for inspection by members (for general meetings).

Chairman must Sign:

• Within 30 days of meeting.
• Once signed, cannot be altered (only correction with chairman's approval).

Penalty for Non-Compliance 🚫

If minutes not kept or not properly maintained:

• Company: Fine up to ₹25,000.
• Every officer: Fine up to ₹5,000.

Quiz Time! 🎯

💡 Final Wisdom: "If it's not in the minutes, it didn't happen!" 📝

Next up: Shareholders' Meetings - AGM & EGM in detail! 👥