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Governing Documents

What Is the Difference Between a Resolution and Minutes? 

Meeting minutes describe actions taken during a meeting, while a resolution describes actions that a corporation's board of directors have authorized.

Why is a board resolution required?

The purpose of the board resolution is to record the results of votes and legally binding decisions of the Board of Directors during the board meeting.

MINUTES OF BOARD MEETINGS

Why are meeting minutes necessary? 

Meeting minutes are important because they provide legal protection for the organization. Often due diligence is captured in companies' meeting minutes as well as any legal conversations which can then be officiated and documented to confirm the ethical, fair practices of the organization.

The Secretary of the Board of Directors shall keep minutes of all regular and special meetings of the Board.

Copies and Storage of Minutes

Copies of said minutes shall be made for distri­bution to Directors with the agenda for the next regular Board meeting. The official minutes of the regular and special meetings of the Board shall be kept in a fireproof vault or in fire-resistant, locked cabinets.