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Lucy, Esq.
Lucy, Esq., Attorney
Category: Business Law
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Experience:  Attorney
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do board meeting minutes have to be sent to a board member

Resolved Question:

do board meeting minutes have to be sent to a board member that did not attend the meeting - this is for a delaware corporation
Submitted: 6 years ago.
Category: Business Law
Expert:  Lucy, Esq. replied 6 years ago.

My name is XXXXX XXXXX I'd be happy to answer your questions today.

Under Delaware Code, Title 8, Section 141, the corporation is required to maintain board meeting minutes and keep copies of them. This can be done in paper form or electronically. That means that a member of the board would be allowed to access the minutes. The law does not specifically require that a copy be sent to each board member, but there's no real reason not to do it, since all members have a right to view them.

Also, the corporation would be free to put a requirement in the articles or by-laws of the corporation regarding the distribution of minutes to all board members.

Edited by Lucy, Esq. on 10/4/2010 at 4:13 PM EST
Customer: replied 6 years ago.
one follow-up - what about a stockholder who can't attend a meeting - is there a special proxy form for that person?
Expert:  Lucy, Esq. replied 6 years ago.
This site has information on voting by proxy, with sample forms.
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