During each general assembly, minutes must be drawn up. It summarizes all the topics discussed as well as the results of the deliberations. This document is subject to specific regulations
1. Common provisions
a. Mandatory information in the minutes
Article R. 225-106 paragraphs 1 and 2 of the Commercial Code specifies the mandatory information to be included in the report:
- The date and location of the meeting;
- The method of convening;
- The agenda;
- The composition of the office;
- The number of shares participating in the vote and the quorum reached;
- The documents and reports submitted to the Assembly;
- A summary of the discussions;
- The text of the resolutions put to the vote and;
- The result of the votes.
b. Mandatory information in the minutes
The minutes must be signed by the members of the board. Signatories have two options:
- The electronic signature (article R. 225-106 of C.com) in accordance with the European eIDAS regulation;
- The handwritten signature on paper.
2. The register of meetings
The dematerialized register compiles the minutes which “are dated electronically by a means of timestamp offering every guarantee of proof” (article R. 221-3 of the Commercial Code). The statutes must provide for this. The rule is the same for all companies except SCAs (article R.226-1 of C.com).
3. Specific provisions
The board of directors and the management board must keep several records: a register of attendance, and a register of the deliberations of the board of directors.
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