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Minute Book

A "Minute Book" is a crucial repository for a corporation's official records, containing a range of important documents and information as specified by Corporations Canada. This essential collection of records is typically organized in a binder or a digital folder, ensuring easy access and reference when necessary.

Corporations Canada details the required documents that a corporation must maintain:

On request, a corporation's shareholders and creditors can access the following records:

  • articles of amendment, including amended articles of incorporation or restated articles of incorporation by-laws and their amendments

  • any unanimous shareholder agreement

  • minutes of meetings and shareholder resolutions

  • notices that have been filed, meaning:

         - Form 2 – Initial Registered Office Address and First Board of Directors

         - Form 3 – Change of Registered Office Address

         - Form 6 – Changes Regarding Directors

         - Note that, when filed online, the original signed notice must be kept with your corporate records.

  • a share register showing the names and addresses of all shareholders, and details of shares held

  • a securities register showing the names and addresses of those who are or have been a security holder; the number of securities held by each security holder; and, the date and particulars of the issue as well as the transfer of each security.

Corporations Canada

Financial Records​

Additionally, each corporation must maintain financial records (covered in future chapters) and a register of individuals with significant control (covered in a later section).

Conclusion​

In conclusion, the Minute Book serves as a vital repository of corporate records, housing a comprehensive collection of documents and information required by Corporations Canada. This well-organized and accessible resource is essential for any corporation, providing transparency and accountability to shareholders and creditors. The Minute Book includes critical records, such as articles of amendment, by-laws, unanimous shareholder agreements, meeting minutes, shareholder resolutions, notices, share registers, and securities registers. It is an integral part of a corporation's governance, ensuring compliance with legal and regulatory requirements.

Choose Ribbon​

Ribbon generates a minute book for your corporation and helps you maintain it on an ongoing basis.