Mazis Law Group

Corporate Record Keeping Reporting Los Angeles

Pursuant to the General Corporation Law, each corporation is required to keep appropriate books and records including corporate minutes of shareholder and board of directors’ meetings, records regarding share transactions and shareholders, and accounting records.

Bylaws are not required by the General Corporation Law; however, most corporations adopt bylaws for the management of its business and the conduct of its affairs. The bylaws may contain any provisions that do not conflict with the Articles of Incorporation or the law. Bylaw provision address matters such as the location of the principal office, number of directors, election and term of office of directors, board of directors regular and special meetings, quorum, director resignations, removal of directors, board of directors committees, responsibilities of the board of directors, shareholders’ regular and special meetings, determining the shareholders of record, quorum for shareholders’ meetings, types of officers, officer responsibilities, resignation and removal of officers.

The minutes of shareholders and board of directors’ meetings document the proper holding of the meeting and the actions taken at the meeting such as resolutions that are passed, elected directors, the appointment of officers, and contracts that are approved. The minutes also indicate the type of meeting, either regular or special, and the time and place of the meeting. The minutes are typically taken and maintained by the Secretary of the corporation and kept in “minute books.” Additionally, every corporation must keep a record of its shareholders including the name, address, and number and class of shares held.