How to Do Minutes for a Limited Liability Company

By Terry Masters

A limited liability company, or LLC, legally operates through the majority vote of the members, like a partnership. A corporation, on the other hand, must comply with state and federal regulations that often control detailed aspects of operations, such as how to record meeting minutes, in order to protect those that may have to rely on corporate records to determine whether or not to buy the corporation's stock. There aren't many hard and fast rules of procedure for running an LLC, however, except the rules adopted by mutual consent of the members.

Step 1

Check the company's operating agreement. An LLC operates by consent of its members. An operating agreement is typically adopted at the outset of business and can detail the procedure for holding meetings and recording proceedings and votes. Refer to this agreement, if it exists, and follow any procedures set for recording minutes.

Step 2

Appoint someone to take the minutes if no specific procedure is set in the operating agreement. Although there is no legal requirement that an LLC record and keep minutes of meetings, an LLC can adopt the general procedure that a corporation would use as a benchmark. A corporation must have an officer that serves as the secretary. The secretary, or someone appointed by the secretary, usually records the minutes.

Ready to start your LLC? Start an LLC Online Now

Step 3

Transcribe the salient points of the meeting and any votes taken or decisions made. Alternatively, use a voice recorder to capture the meeting and transcribe at a later time.

Step 4

Circulate the minutes to meeting attendees for comments or corrections. Minutes can be circulated at any time, but are usually either circulated prior to the next meeting or reviewed the day of the next meeting. Pick whatever works for your group.

Step 5

Adopt the minutes at the next meeting. If the transcribed minutes pass review without complaint, make a motion to adopt the minutes as part of the company's official record.

Step 6

File the minutes with the company records. The records should be kept at the company's principal place of business. Meeting minutes should likely be kept near the company's operating agreement.

Ready to start your LLC? Start an LLC Online Now
How to Make an LLC Resolution



Related articles

How to Amend a Constitution & Bylaws of a Corporation

Corporations are independent legal business entities that operate subject to a series of rules. While corporations do not have a constitution, they have articles of incorporation and bylaws. These sets of rules define how the corporation is to be run and the different roles of the shareholders, directors and corporate officers. However, business circumstances may change, requiring a corporation’s rules to be amended.

What Happens if an LLC Fails to Follow Formalities Such as Keeping Minutes of Meetings?

Running a limited liability company can be confusing at times, especially when you're trying to determine which business formalities are required by law and which you should follow for your business to operate effectively. An LLC is a hybrid business structure that gives the owners, known as members, significant leeway to manage the business informally as they see fit. However, throwing all formalities to the wind can have serious consequences for the business.

How to Write an S Corp Operating Agreement

An S corporation is a qualifying corporation that has elected to be taxed under Subchapter S of the Internal Revenue Code. Corporate operating agreements, commonly known as bylaws, specify how the corporation is to be governed. To draft corporate bylaws you must research state law and familiarize yourself with the issues at stake.

LLCs, Corporations, Patents, Attorney Help LLCs

Related articles

How to Design a C-Corporation Agreement

A C Corporation is the standard form of corporation and is the basis for all other corporate forms. While partnerships ...

What Is the Requirement for Annual Meeting Minutes for Florida Corporations?

All corporations formed under Florida law are required to hold an annual meeting of shareholders. The annual meeting, ...

How to Remove an Officer of a Corporation

The individuals charged with making important strategic and financial decisions for a corporation must act based on the ...

How to Develop a Charter & Bylaws for a New Organization

Starting a new business can be an exciting adventure. At the same time, you must address many important formalities at ...

Browse by category
Ready to Begin? GET STARTED