What is the Minute of the First Board Meeting?

Sequel to the formation of your new company, it is crucial to hold the official first board meeting. This is because the meeting sets the pace for the directors to understand their duties and how they'll efficiently run the business.

Apart from that, it is during this first meeting that matters regarding administration, management, recruiting employees, annual filings, training and many more will be discussed.

That being said it is important and legally recommended that minutes of the first board meeting and subsequent ones should be taken.

This post will therefore explain in detail what the minutes of first board meetings mean, what is included in them, how they should be kept, tips for effectively taking one, and many more.

What Do the Minutes of the First Board Meeting Mean?

The minutes of the first board meetings are a written or typed record of all matters discussed and raised during the very first meeting following the company formation. They are written evidence of the conclusion and resolution met in the first board meeting and they serve as a reference document for settling conflicts and misunderstandings that may arise in the future.

Storing minutes of the first meeting is essential because they serve as an avenue for keeping the directors abreast of the responsibilities and ensuring that they carry out their duties.

Minutes of the First Board Meeting of Directors

Whether a company has one or many directors, the first board meeting should be organized soon after the company's formation. This is crucial because it officially serves as a means to discuss business management and administration and to help directors understand the articles of association.

The first board meeting is also essential since it helps everyone present and raise matters, come up with strategies, gives recommendations, suggest management and administration options, consider accounting and marketing practices to follow, and many more. Overall, the first board meeting helps the shareholders and directors discuss and agree on terms that will keep the company running smoothly.

It is therefore necessary that the minutes of the first board meeting should be taken. It only does not serve as records for reference purposes but keeps everyone acquainted with their roles and responsibilities. Minutes of the first board meeting should contain information like:

• Appointment of Chairman
• Distributing share certificate
• Share capital
• Appointment of company secretary
• Proposing strategies for company administration
• Confirming the accounting reference date of a company.
• Annual filing requirements and Confirmation statement deadlines
• Finance management and accounting practices, investments, budgets, etc.
• Appointment of accountant and auditor
• Relating every director's duties and responsibilities
• Management and Authorisation of business operations
• Deciding the registration of the business for VAT, Tax, PAYE.
• Hiring employees
• Insurance and its policies
• Health and Safety management
• Sourcing of equipment and machinery as required
• Licenses for business operations.
• Training requirements.
• Marketing, advertising, and branding practices.

What to Include in the Minutes of Board Meetings

Apart from the points listed above, the following should be included in all minutes of board meetings.

• Name of all directors present and absent
• Time, date, and venue of the meeting
• Name of other personalities present
• Name of the Chairman of the meeting
• Agenda of the meetings
• Matters discussed and each director's suggestions
• Filings for the Companies House and who is responsible for the filings.

Who Should Receive a Copy of the Minutes/Resolutions of the First Board Meeting?

Upon the completion of the first board meetings, the minutes and resolutions should be shared with the attendees.

Minutes

Minutes should be made available to everyone who attended the meeting. A copy should also be kept at the registration office for at least ten years. Apart from distributing a hard copy, an electronic copy can also be kept safely and be printed when needed.

Shareholders should also be given the minutes of the first board meeting as appropriate.

Resolutions

Resolutions are the decisions and conclusions met by each director during the meeting. As such, any decision that is recommended needs to be made available to the meeting attendees including the company's auditor.

All important decisions made should also be forwarded to the Company House within 15 days. Copies of resolutions should also be kept at the registered office or SAIL address.

For How Long Should the Minutes and Resolutions Copies be Kept?

Minutes of meetings should be kept for at least ten years starting from the date of the meeting while resolutions should be kept for at least ten years from the day they are passed.

Both documents should be made available at the registered office in case they are needed for inspection within the years they are stored.

Tips for Taking Effective Minutes of First Board Meeting

Minutes of the first board meeting and the subsequent ones are important records of the company so it should be done effectively. The following tips will guide you on how to note the minutes of your first board meeting.

Select a Skilled Minute Taker

Minutes of the first board meeting should be taken only by a skilled individual. Taking minutes requires paying close attention and understanding all the points raised clearly. Therefore the minutes should be taken by someone who can easily process all the information and matters discussed even while they are making their suggestions and contributions to the meeting.

Arrive at the meeting venue early

Arriving at the meeting venue early is important as a minute taker. This will allow you to settle down and set up all you'll need before the meeting commences. Moreover taking attendance is important and so you should be at the venue early to capture that.

Make use of a Laptop

It would be more effective to take the minutes of the meeting with a laptop rather than a paper and pen.

You could also record the meeting if necessary so you can listen and fill in the gaps after the meeting.

Only note down points

Minutes should be concise and clear and not cumbersome. It shouldn't necessarily look like a transcript but should contain objective points discussed and the conclusions met.

During the first board meeting, a lot might be said that doesn't need putting down. Introduction, illustrations given, small talks and debates, and other non-business related talk don't need to be written down. Extensive details should be avoided. What is needed are the important points, matters, and outcomes reached.

All decisions made should be noted, and objections and agreements and how it is reached should also be recorded. Tasks and actions assigned should be included in the minutes together with the attendees it is assigned to.

Have a Structure and Format

Minutes of the first meeting should follow a logical structure. There should be sections for each matter discussed.

For example, if several aspects of business management are discussed many times during the meeting, they should only be written or recorded under the management section.

It makes more logical sense when the minutes have a proper structure than when they don't. It is also important that you maintain a consistent format. Several templates exist for taking meeting minutes. Be sure of the one you want to follow and use accordingly.

Don't be Partial

As a minute taker, you have to be neutral when noting down points given by attendees. Impartiality or omitting points should be avoided. Do not give a personal judgment to the matters discussed. Be objective enough and write things down as they are intended.

You could summarize points but do not omit, add, or wrongly rephrase statements.

Clarify Points when necessary

To be more effective, you should clarify points, outcomes, and tasks assigned if you didn't hear or understand. Be sure you've gotten a point well before noting it down. Giving wrong notes can affect the quality of the minutes and may bring about several issues in the future.

So be assertive enough to ask questions or make clarifications when necessary.

Get the Minutes Ready as Soon as Possible

Once the meeting has been adjourned, try to finalize the minutes as soon as possible. You might want to go through it again to be sure any point isn't missed. It is important to get the final copy ready immediately after the meeting when everything is still fresh in mind.

When you're done, the minutes should be approved by the chairman and the important personalities before they can be shared with the meeting attendees. Electronic copy and hard copy of the minutes should be stored and shared as required.

Why You Should Take Minutes of the First Board Meeting

As soon as your company has been incorporated, it becomes essential that the board meeting is organized. While preparations are ongoing for the first board meeting, you should look forward to making an accurate minute.

The minutes of the first board meeting are important because they help outline how several aspects of the business will be run. First, it summarizes the duties of each director making sure that everyone understands their responsibilities. Apart from that, it serves as a reference tool that shareholders and directors can refer to subsequently year after year.

It is through the first board meeting that the company gets to discuss the hiring process of employees, the management structure of the business, the marketing and advertising strategy that'll be adopted, training to be provided to stakeholders, health and safety management practices to be adopted, and many more.

Taking minutes when all of these business concerns are being discussed helps every attendee stay abreast of the agreed actions that will eventually keep the company going smoothly. Without the minutes of the first meetings, it could be difficult to maintain an equal stance after the meeting.

Moreover, the minutes of the first meeting provide more clarity and definitions as to which conclusion was reached, what other matters need to be resolved in subsequent meetings, what actions need to be taken, and lots more.

After the first board meetings, several other board and general meetings would take place in as much as the business is still running. It is important to also take minutes of these subsequent meetings because:

• Accountability: It helps to see through the goals and objectives that have been achieved. As the organization continues to take minutes every meeting, they can track which goals have been achieved and which remain over the years. It can also become easier to trace the directors who are striving towards the company's goals and those who are not. You can be able to observe the tasks that were completed and those that were not and the individual the task was assigned to.
• Progression: With the minutes of the board meeting, the director can easily know where they stop and pick up from there. It becomes easier to select important parts of the business that need to be figured out rather than repeating the same topics in every meeting.
• Legal protection: Minutes of meetings serve as a legal record of matters discussed and what transpired in a board meeting. If a company experiences a lawsuit, there's a chance that minutes of meetings could be reviewed. Well-written and concise minutes of the meetings could likely protect the company against liability and risk. On the other hand, if the minutes are written poorly, with omission of details or wrong details, the company and its board can face more consequences.
• Documentation purpose: During board meetings, decisions are usually made. Minutes of a meeting serve as records that can be used to trace why a decision was made when it was made and the subsequent effect of the decision. For instance, if a question arises as to why a decision was made, minutes of meetings can be reviewed to answer that.

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Conclusion

Minutes of the first board meeting are like records of your company's first official board meetings. Since many pertinent discussions are raised in this first meeting, special attention should be given to the minutes to ensure it's done effectively. Have any questions about the Minutes of the first board meeting? You can ask here at Incorpuk and we will be glad to help.