Introduction

This is a general survey on the practice of minute taking and will take approximately 10 minutes to complete.

Directors are expected to exercise reasonable care, skill and diligence, which is commonly found in many common law jurisdictions. It is important that board meeting minutes are drafted in such a way as to demonstrate that the board members have observed their responsibilities to the company and complied with their legal and regulatory duties.

The corporate secretary would know that board meetings are an internal matter and therefore there is a wide degree of latitude in recording board meeting minutes in accordance with the company’s constitutional documents wherever the company is incorporated. The purpose of this survey is to gauge the practice of the corporate secretary on such internal matters, irrespective of the jurisdiction of incorporation of a company, to come up with some best practices and practical suggestions for the corporate secretary on minute taking.

This survey is part of Institute of Chartered Secretaries and Administrators' (ICSA) International thought leadership program.

The aim, based on the Canadian responses received, and other participating jurisdictions, is to eventually merge individual findings into a larger report on the topic.

We appreciate your contributions to this important survey that will help shape Canadian and global best practices!

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