Do I need to keep meeting minutes?

Overview — why minutes matter

Meeting minutes are the written record of what happened at a meeting: who attended, what was discussed, what decisions were made, and how votes were carried. For incorporated businesses and non-profit societies, minutes are more than administrative notes — they are formal records that can be used as legal evidence of the decisions of directors or members.

Clear minutes help protect the organization and its directors by showing that decisions were made properly and transparently. They also support good governance, make it easier to onboard new board members, and are essential if the organization ever needs to show compliance to regulators, funders, or auditors.

Who is required or expected to keep minutes?

• Corporations (BC & federal): Corporate law and good corporate practice require that meeting records (minutes, resolutions) are kept as part of the corporate minute book. Directors should ensure minutes are recorded for board meetings and shareholder/member meetings.
• Societies / Non-profits (BC): Societies incorporated under BC rules must keep records of meetings and decisions as required by the applicable provincial legislation (e.g., the Societies Act and registry requirements).
• Registered charities: Charities also need to maintain governance records; CRA may review governance and minute records as part of audits or compliance reviews.

What to include in meeting minutes (practical checklist)

At minimum, include:

• Meeting date, time, and location (or note if held electronically).
• Type of meeting (board, committee, annual general meeting, special meeting).
• Names of attendees and those absent (or present by invitation).
• Chair & minute-taker identification.
• Agenda items discussed with brief summaries (not verbatim).
• Decisions and resolutions, including the exact wording of motions, who moved/seconded, and the result of votes (passed/defeated/consensus).
• Action items with responsible person and due date.
• Reference to supporting documents (e.g., financial statements, contracts) and attachments if applicable.

Minutes should be factual, neutral, and concise. Avoid including unnecessary commentary or verbatim arguments — focus on the decision and the outcome.

Signing, approval, and storage

• Approval process: Draft minutes are usually prepared soon after the meeting and then approved at the next meeting (or by resolution) — the approval should be recorded in the subsequent minutes.
• Signatures: Many organizations have minutes signed by the chair and/or the secretary after approval; check your bylaws for specific requirements.
• Storage: Keep minutes in the corporate minute book or a secure electronic records system. Maintain backups and control access so records cannot be tampered with.
• Retention period: There is no single federal rule for all records — retention depends on the type of record and applicable legislation. For corporate minute books, retain permanently while the corporation exists; for other supporting documents, follow legal/tax retention guidelines (e.g., CRA recommendations for tax records). When winding up or dissolving, follow registry requirements for final record keeping.

Special considerations for virtual meetings

If meetings are held by teleconference or videoconference, record the platform used and confirm how attendance and votes were determined. Ensure your bylaws permit virtual meetings (many organizations updated bylaws to allow electronic attendance). Notes about technical difficulties are generally unnecessary unless they affect quorum or voting.

Where minutes matter most (examples)

• Approving contracts, loans, or mortgages.
• Appointing or removing officers or directors.
• Decisions affecting significant assets or organization direction.
• Approvals of financial statements or auditor appointments.
• Changes to bylaws or incorporation documents.

Official BC & federal resources

• BC Government — Incorporated companies (overview & registry): BC Registries — Incorporated companies
• Corporate Online (BC) — corporate filings & records: Corporate Online
• BC Societies / Non-profit guidance: BC Government — Societies & incorporated non-profits
• Corporations Canada — minute book & corporate records (federal): Corporations Canada — Corporate records
• Canada Revenue Agency — record keeping guidance (tax records): CRA — Keeping records

Practical tips & templates

• Use a simple minutes template (header with meeting type/date, attendance, agenda, motions/resolutions, action items, signatures).
• Assign a consistent minute-taker role so notes are standardized and timely.
• Store signed PDFs and an editable master copy (e.g., in a secure cloud folder) with restricted access.
• Keep an index or table of contents in your minute book so past decisions are easy to find.

Quick checklist

• Do you have a minute-taker assigned for each meeting?
• Are minutes approved and signed per your bylaws?
• Is the minute book stored securely with backups?
• Do your minutes record motions, votes, and resolutions clearly?