Every corporation is required to have certain documents such as articles, bylaws, director resolution, shareholder resolutions, share certificates, share registers, and ledgers to name a few. All of those documents go into a binder called the minute book.
Every corporation is required by law to have a minute book, but there are other reasons to have a minute book and keep it up to date. For example:
- If you own the corporation with other shareholders, the minute book documents will define the legal relationship between you.
- If you apply for a loan from the bank, the bank (or the lawyer for the bank) will want to assess the minute book.
- If you sell your corporation, the minute book will be one of the first things the buyer will want to review.
- If you ever get audited by CRA, they will examine the legal documents supporting your tax filings, many of which should be found in the minute book.