Minute taking is extremely important
We can show you how to record minutes and resolutions, as well as outline processes to maintain corporate governance
Email Us

Highly experienced team with a great understanding of corporate governance

The importance of minute taking at board meetings is more than just best practice.

Board minutes and resolutions are a legal record of board decision, and may be the best, and sometimes only, evidence of the decision-making process. Minutes may help to establish that the company directors have satisfactorily exercised their powers and discharged their duties – see Isle of Man Companies Act 1931 S119 on Minutes of Proceedings, or the Isle of Man Companies Act 2006 S71 on Written Resolutions.

Minutes should include the key points of discussion and detail the issues and risks the Board has considered. If judgment is required and directors are balancing a number of competing risks, it is prudent to consider whether the minutes capture them adequately.

Minutes and Resolutions | What we do

We will outline processes to ensure that the information recorded contains a sufficient level of detail. Too much information can be unhelpful and too little can cause ambiguity. The right balance needs to be struck.

Minutes should record:

  • A general outline of issues raised and the general response of the Board.
  • The rationale for the resolutions and decisions passed by the majority, and the risks and issues which have been considered by the Board.
  • The collective decision.
  • Significant issues raised by directors and any votes by directors against or abstaining.

However, Board minutes should not record:

  • Every director’s contribution, discussion or debate – minutes are not an exact transcript.
  • The details of robust discussions that take place – documenting ‘who said what’.

The board papers and any supporting documentation used in the decision-making process should influence the details in the minutes. Where appropriate, the minutes should refer to these supporting documents and thereby avoid repeating the contents. Minutes must be signed by the chair of the meeting, or by the chair of the next meeting, within a reasonable time after the meeting takes place. All directors should be given an opportunity to review and discuss the minutes before they are approved and signed.

We will ensure that you have the right processes in place and work with you to develop document retention policies in order to safeguard evidence.

Talk to us today
If you need to talk to someone about the importance and process of drafting minutes and resolutions, then take the first step. You can email [email protected] or call us on 01624 639350 to arrange your free consultation with us today.

Back to MannBenham | Home

Reasons to use the MannBenham Group

Personal Service

Always professional, providing an exceptional level of service to our clients

Always professional, providing an exceptional level of service to our clients

Everything we do is backed by leading legal professionals and an extensive range of advisory and support services designed to meet our client requirements and exceed expectations

Always Professional

We believe being professional is about us giving our best at all times

We believe being professional is about us giving our best at all times

We remain professional at all times, treating everyone respectfully and with courtesy, listening and understanding our clients needs

Global Solutions

Manavia Limited, MannBenham Advocates and Advisory solutions are truly global

Manavia Limited, MannBenham Advocates and Advisory solutions are truly global

MannBenham Group’s global reach combines Isle of Man excellence with cross-jurisdictional expertise creating a complete integrated approach

Wealth of Experience

We pride ourselves on the wealth of our experience and knowledge

We pride ourselves on the wealth of our experience and knowledge

Our experience and expertise crosses both commercial and personal, delivering real solutions that satisfy our clients expectations

Contact us today to discuss your requirements

MannBenham Advocates | 49 Victoria Street, Douglas, Isle of Man, IM1 2LD | Email: [email protected] | Telephone: +44 (0)1624 639350