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1. Definition and usefulness of the minutes (minutes) of SCI general meetings
a. What are the minutes of SCI's general meeting?
The minutes are a document in which all decisions taken during an AGO or AGE in an SCI are recorded in writing. This document should include a summary of the decisions taken as well as any other events that occurred during the SCI AGM.
b. What is the purpose of an SCI minutes (minutes)?
The preparation of minutes in an SCI makes it possible to record the decisions submitted to the vote during the general meeting (AG) of the company. The minutes must also contain the number of partners present at the general meeting as well as the results of the votes of all the decisions taken.
The minutes are therefore a means of proof of the good conduct of a general meeting in the SCI.
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2. What should the minutes of the SCI general meeting contain?
In application of article 44 of decree No. 78-704 resulting from the law of 3 July 1978, the minutes of the deliberations of the SCI's general meeting must contain certain elements for its legal validity:
- Name and first names of the partners who participated in the general meeting;
- Number of shares held by each partner of the SCI;
- Documents and reports submitted to associates;
- Text of resolutions put to the vote;
- The result of the votes;
- Name, first name and position of the President;
- Summary of discussions.
To find out more, consult or download our legal summary on the drafting of the minutes of meetings.
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3. Who is required to draw up the minutes of SCI's general meetings?
It is the responsibility of the SCI manager to draw up minutes at each general meeting. However, the latter may appoint a meeting secretary or call on the services of a lawyer.
Good to know: Sometimes, it can be useful to draw up draft minutes in case of differences of opinion between the partners on several resolutions. In this way, the minutes can be amended following the deliberations, once a consensus has been reached.
Are you having trouble writing your minutes?
⇢ In order to facilitate its realization, we provide you with customizable PV templates for general meetings to download for free here.
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4. Where should the minutes of the SCI general meeting be kept
The minutes of the general meeting of an SCI must be kept in a register within the SCI itself and must be made available to the partners so that they can consult them at any time.
Learn more by consulting our guide to the minutes of ordinary general meetings.
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5. The risks incurred by the manager in the absence of organization of the general meeting
The manager of an SCI may see his civil and criminal liability incurred but also his contractual liability in the event of non-compliance with the statutes.
Therefore, the manager must comply with numerous requirements under penalty of sanctions. In particular, he must ensure that an annual general meeting is held and summarize all the events that occurred during the general meeting in minutes (minutes).
Increase efficiency and safety by organizing your online general meetings on the Axiocap platform.
