Governance Best Practices

Taking the Minutes at Board Meetings – Getting it Right

Taking valid board meeting minutes matters to Asia-based companies as corporate governance issues have become extremely important in the region. According to Heidrick & Struggles, 85% of all companies in the region and 32% of capitalization, according to a recent report by Heidrick & Struggles. Family businesses must increasingly show the investor community that they have best practices in place.

“A solid corporate governance framework is essential for family firms to effectively balance the advantages and disadvantages of family involvement in the business. Combined governance, management, and ownership in the hands of family businesses. Sound corporate governance practices can help identify different perspectives on their boards, which can mitigate risks. Moreover, such practices can help balance the interests of different stakeholders, a task essential to the long-term sustainability of these entities. As well as sound corporate governance practices, they are making more attractive investment targets and more competitive entities, ” comments a report by the CFA Institute.

There has been a great deal of inroads into corporate governance codes across Asia on accurate minute taking at board meetings – it is becoming a hallmark of corporate governance frameworks.

Singapore provides a good example, according to the local corporate consulting services. Singapore law making a meeting at a meeting in the city-state. Minutes provide the legal record of all board decision-making, as well as its archival record.

While preparing minutes, the company has to deal with all the details, such as the date, time, type of meeting, attendees, business transacted, etc. The minutes do not need to include all the details of the meeting and should include only the information which is essential. Any conflict-of-interest issues should be raised by directors at the board meeting. “

The company secretary is responsible for preparing the minutes, taking them and having them approved and archived.

These strict rules elaborated in Singapore have homologues in the law of most major markets in Asia.

In Japan, South Korea, Taiwan and China, there is no company secretary to take the minutes, that function is handled by another department. But taking the minutes at board meetings is required by law in all those jurisdictions.

Guidelines for Meeting Minute Taking

There is no one-size-fits-all solution for taking the minutes at board meetings in the region. Meeting minutes are as individual as the board to which they relate, and it is up to the board to decide which format works best for their organization.

Taking the meeting minutes does not have to be stressful – if planned in advance and the necessary steps are taken.

The company secretary or other company official, when there is no secretary, should prepare for the minutes of each board meeting. In terms of general preparation, it’s best to read about the minutes of previous board meetings, to understand the selection of details, and the style and format that works for the particular organization. It is also important to discuss the upcoming meeting with the chairman, so as to know what to expect.

Taking the minutes, however, does not act like a tape recorder. Selection of detail is very important, as all critical discussions should be noted in the discussion of which side in the discussion. A legal record must include these details, but does not, for example, have made every point made in every discussion. The main arguments should simply be stated in very basic terms.

In advance that includes the essential features, such as the company name; the time, date and location of the meeting; and the names of those expected to be present and the details of those who can not attend. If your organization uses a board portal, you can set up these templates for each meeting, drawing in dates, attendee information and agenda items automatically.

After the meeting, it has been discussed that the most important points are highlighted.

Board members want to make references to various documents and materials. When these references are relevant, they should be cited. But it is not necessary to cite every reference made by every board member. Working with a high-quality board portal, all material should be readily available to all directors there.

Time after the board meeting should be prepared. Taking the time to do it right matters, as it ensures a proper historical record is provided for the board meeting.

Board Meeting Minutes Software – The Choice Is Diligent’s Governance Cloud

Diligent’s Minutes taking software offers the most powerful and robust application for taking minutes at board meetings.

Diligent Minutes  is a core component of  governance cloud , Diligent’s enterprise management software allows end-to-end governance management. Board meeting minute-taking is required in board meetings, but the process is usually manual, insecure or both. Diligent Minutes is a minute-taking and action management solution built seamlessly into Diligent’s board management software.

Diligent Minutes provides an integrated solution that uses the meeting information already in Diligent Boards to make minute-taking easier than ever. Meeting dates, lists of attendees and agenda items are drawn into the minutes document automatically. Action items can be added with just a few clicks, and assigned and tracked during or after the meeting. When they are finished, they are getting involved in their next Diligent Boards meeting for discussion and approval by your board of directors.

Diligent’s Governance Cloud, the only integrated enterprise governance solution that enables organizations to achieve best-in-class governance, is an ecosystem of software tools. Stringent, the scope of governance evolves. The Governance Cloud allows boards of directors to meet the demands in the boardroom and beyond with the ability to select the products they need.

Governance leaders, executives and board directors rely on the industry-leading diligent platform for the most secure and intuitive solution to material management and collaboration. Diligent Boards ™ is a board software solution that electronically stores a board’s agendas, documents, annotations and discussions within a secure board portal.

Company secretaries and board chairs can use the portal to book books in minutes. The portal has been designated virtual rooms for committee work. Administrators of the portal can designate permissions for users to access various areas of the portal. The “Meetings Meetings” feature consolidates board directors’ contacts, calendars and the logistics of meetings. The program is a secure and intuitive solution for managing board materials and facilitating collaboration.

 

 

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