Hutchings Law Group

Meeting Minutes & Corporate Resolutions

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Meeting Minutes & Corporate Resolutions

Recording corporate decisions made in meetings, and drafting written corporate resolutions are standard for any well-run corporation. In Nevada, any company that wishes to increase or decrease the number of shares available may only do so by passing a board resolution. Other important corporate events, like amending bylaws, recording shareholder dates to determine voting rights, the adoption of certain written consents of the board of directors, and the determination of controlling interests in a corporation all require the passing of corporate resolutions to be effective.

Keeping company meeting minutes, and recording corporate resolutions is also important to ensure that the corporate form is maintained. Alter-ego, or piercing the corporate veil claims arise to destroy the limited liability protects afforded by the corporate form when officers or directors fail to maintain basic corporate formalities. The existence of meeting minutes reflecting regularly conducted business meetings, and written resolutions documenting votes taken to authorize corporate actions maintain the corporate form and ensure protection of personal assets from the alter-ego claims of third parties.

Well run, professional business enterprises pay close attention to corporate governance to ensure compliance with state law, and to ensure the benefits of limited liability that the Nevada Revised Statutes offer to investors, directors, and officers of a corporation. We help businesses comply with their corporate governance requirements so they can rest easy knowing their liability protections remain in place. Contact us today to schedule an appointment to discuss governance requirements your corporation may have.

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