DIRECTORS’ MEETING MINUTES: WHY ARE THEY SO IMPORTANT?
The Companies Act (the Act) gives directors the power to run and manage the company’s business. In return it places responsibilities and personal liabilities on directors who do not fulfil their fiduciary duties. What is required of directors’ meeting minutes? Meetings of directors are to be kept and must contain at least: All resolutions passed at meetings (these need to be sequentially numbered and dated), and Any declarations of conflicts of interest. As meetings of directors decide on the strategic direction of the company, the recording of these meetings is critical in reflecting what decisions are taken and how they are arrived at. The Act also requires that directors understand the issues facing the company and take time to formulate their own, independent views, so they can actively contribute at directors meetings. The minutes shoul...