Last Updated October 2, 2024

What is a Minute Book?

A Minute Book is a compilation of a corporation's key documents, such as articles of incorporation, directors' meeting minutes, corporation bylaws, directors' and shareholders' resolutions, annual reports, and more.

Who has the right to inspect the Minute Book?

LawDepot's rights of inspection document is customized according to the laws of the Canadian jurisdiction in which your business was incorporated and addresses the rights of:

• The general public
• Creditors
• Shareholders
• Directors

In a rights of inspection document, you can outline the corporate records of your business that people (such as shareholders) may have the rights to view, as well as the procedure they may have to follow when requesting an inspection. This document is often found within a corporate minute book or in a company's policy and procedure manual.

For example, if someone wanted to examine a business' securities register (i.e. a record of who owns stocks or bonds in a corporation), they might refer to the rights of inspection document to see:

• How many days' notice the company may need to process the request
• Whether or not the record is readily available to them
• If they'll have to pay a fee to access it

It's important to note that LawDepot's rights of inspection document is intended for use by private corporations, as public companies generally have greater obligations of transparency and accountability to shareholders and members of the public. In contrast, private companies can be more selective about the information they choose to reveal.

What information is a shareholder entitled to receive?

Depending on your jurisdiction, there may be specific records you are required to maintain and make available to shareholders on an ongoing basis. For example, businesses are often required to keep accurate and timely accounting records (such as financial statements and auditor reports) for shareholders to inspect upon request.

The amount of information about a corporation that a person is entitled to receive will vary depending on their relationship to the company and their purpose for reviewing the information.

For instance, someone from the general public may have the rights to inspect only a handful of documents if they request the information at least five days in advance and pay an admin fee. On the other hand, a director often has the right to inspect any company record they may need, within a reasonable timeframe, and without cost or restriction.

To confirm what information different people are entitled to receive in your company's jurisdiction, you can refer to your local business laws. Otherwise, depending on who is requesting the information and why, a business may charge an administrative fee or restrict access entirely.

Does a Minute Book rights of inspection have to be signed?

While a Minute Book is typically signed by a company board of directors, the rights of inspection form does not require any signatures.

Related Documents:

• Shareholder Agreement: a contract between a corporation and its shareholders that specifies shareholder rights and regulations (such as terms on management, share valuation, profit distribution, etc.)
• Shareholders' Resolution: a document that describes an action or decision taken by a corporation's shareholders without a formal meeting taking place
• Minutes of Shareholders' Meeting: a document used to record the discussion and decisions that occur during a meeting of a corporation's shareholders
• Shareholder Proxy: a document that authorizes someone to act or vote on behalf of a shareholder at a meeting

Frequently Asked Questions:

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Minute Book Rights of Inspection

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