Not-for-Profit Minute Books: Necessary?

Q. Is it essential for your Not-for-Profit to keep a Minute Book?

A. Yes! Absolutely. It's not just a good practice, it's a legal requirement. By law, even a Not-for-Profit run by a single director and member must have a minute book.

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Q. If you have a corporate Minute Book, what are the consequences of not keeping it current?

A. It can lead to severe consequences, including fines, being in default, and more.

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Q. What's in a Minute Book?

Every Not-for-Profit must maintain an official record of documents and activities commonly. It's worth noting that keeping a well-organized and up-to-date Minute Book can also help your Not-for-Profit during audits, as it provides evidence of compliance with legal requirements and best practices. It can also be a historical record of your organization's growth and achievements. It is called a "Minute Book." It's not just a stack of meaningless legal documents that collect dust. It's a practical tool that helps you stay organized and compliant.

They are legally required documents that set out the Director (s), Members, and Officers of the Not-for-Profit and are frequently referred to throughout the life of an NFP.

Without a Minute Book and the corresponding Corporate Formation Documents, the Not-for-Profit will not have members, will not be able to hold AGMs, will not be able to elect directors, and is at significant risk of losing any assets it owns. The risks are real and serious.

Also, when an NFP corporation looks to admit new members, remove members, obtain a loan, or merge with another non-profit, the Minute Book is the first set of documents that all parties will look at to start the transaction.

However, Minute Books need not be paper-based. Most non-profits go paperless, keeping their minute book in electronic form. This can be done by scanning and digitizing existing documents, or by creating new documents electronically and storing them in a secure, accessible location.

It's worth noting that maintaining a well-organized and up-to-date Minute Book can also help your Not-for-Profit during audits. It provides evidence of compliance with legal requirements and best practices and can serve as a historical record of your organization's growth and achievements.

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