Minutes are a formal record of a company's meetings and decision. They are a permanent record which must be entered in a book kept for that purpose. The minute book may be kept either by making entries in a bound book or by recording the matters in any other manner - Section 213 of the Companies Act 2014. Minutes are evidence of the meeting and decisions taken and are required to be kept under Section 199 Companies Act 2014. The company decides who will keep the minutes of meetings and where the minutes are kept.
There can be only one set of official minutes of meetings and extreme care should be taken when recording the minutes which are signed by the chairperson of the meeting or the chairperson of the succeeding meeting.
The Director of Corporate Enforcement can request the company to produce the minutes of director's meeting as required to be kept under Section 166(1) Companies Act. Such request may be made without notice in accordance with Section 166(5) of the Companies Act. Failure to comply is a category 4 offence.
Members of a company do not have a statutory entitlement under the Companies Act to access the minutes of director's meetings.
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