The Art of Minute-Taking: Why It’s More Important Than You Think

As a small business owner in Singapore, you might view minute-taking as a mundane task during a shareholders’ or directors’ meeting. However, at Counto, we’ve seen how well-crafted minutes can be a powerful tool for your business. Let’s explore why minute-taking is an art worth undertaking and how it can benefit your company.

The Importance of Minute-Taking

1. Legal Compliance

In Singapore, the Companies Act requires all companies to keep minutes of proceedings at the Annual General Meeting (AGM). These minutes must be recorded within one month of the AGM.

2. Decision Tracking

Well-written minutes provide a clear trail of decision-making processes, which is invaluable for future reference and accountability.

3. Conflict Resolution

In cases of disagreement, minutes serve as an unbiased record of what was discussed and agreed upon.

4. Institutional Memory

As your business grows, minutes become part of your company’s history, providing context for past decisions and helping maintain consistency in your business approach.

5. Legal Evidence

According to section 188(3) of the Companies Act, properly recorded and signed minutes serve as conclusive proof of proceedings until proven otherwise.

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The Art of Effective Minute-Taking

1. Prepare in Advance

Familiarise yourself with the agenda and any pre-meeting materials.

2. Focus on Key Points

Capture the essence of discussions, decisions made, and actions to be taken. A word-for-word record is not necessary or expected.

3. Use Clear and Concise Language

Avoid jargon and overly complex sentences. The goal is clarity and accessibility.

4. Include Essential Information

Always include:

• Date, time, and location of the meeting
• Names of attendees and absentees
• Agenda items discussed
• Decisions made and actions agreed upon
• For shareholders’ meetings: record of quorum being satisfied
• For directors’ meetings: any abstentions due to conflicts of interest

5. Be Objective

Minutes should be impartial. Avoid inserting personal opinions or interpretations.

6. Follow a Consistent Format

Develop a standard template for your minutes. This consistency makes them easier to read and reference over time.

Legal Considerations for Businesses in Singapore

1. Storage: Minute books must be kept at the registered office or principal place of business in Singapore.
2. Statutory Records: The company secretary is responsible for meticulously maintaining the company’s statutory registers and minutes.
3. Inspection: Shareholders have the right to inspect minutes of shareholders’ meetings without charge. However, minutes of board meetings are typically confidential.
4. Copies: If a shareholder requests a copy of the minutes, the company must provide it within 14 days, charging no more than $1 per page.
5. Filing: Generally, minutes don’t need to be filed with ACRA unless they relate to specific transactions requiring lodgement.
6. Penalties: Failing to keep proper minutes can result in fines up to $2,000 for the company and its officers, plus default penalties.

Summary

For small business owners in Singapore, effective minute-taking is more than just an administrative task; it’s a vital component of good corporate governance, legal compliance, and business management. By mastering this art, or engaging a skilled company secretary, you’re creating a valuable resource for your company’s present and future while protecting yourself legally.

Try Counto’s company secretary service 

Running a company in Singapore can be challenging, but with professional support, it can be simple. Counto’s goal is to take away the complexities of compliance, and save you time and money throughout the year. To learn more, speak to us directly on our chatbot, email us at [email protected], or contact us using this form.

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