CorporationCentre.ca helps federal and provincial corporations prepare their "annual minutes" online. CorporationCentre.ca will assist you in the preparation of your annual minutes to ensure critical and effective corporate record keeping. It's fast, easy to do and affordable.

Federal and provincial legislation requires the holding of annual meetings of the board of directors and shareholders. The results of those meetings must be recorded in annual minutes and resolutions which are kept in the corporation's minute book along with all other important corporate documents. Corporations are generally required to hold annual meetings within 18 months of incorporation and no more than every 15 months thereafter.

The completed annual minutes will be mailed to you for signing and insertion into your corporation's minute book.

This meeting is held at the time provided for in the corporation's Articles of Incorporation or by-laws. In most cases, the corporation's by-laws provide the directors with a great amount of latitude as to when the meeting is to be held.

During the annual shareholders' meeting, the shareholders perform the following tasks: receive, study and approve the balance sheet and other financial statements submitted to them by the board of directors, as well as the auditor's report; ratify resolutions adopted by the directors during the year; elect directors for the upcoming year; decide whether to appoint auditors; and, in many small corporations, the shareholders ratify all acts done by directors and officers during the past year.

The board of directors typically meet at least twice a year, before and after the annual shareholders' meeting. At the first meeting, the directors study the reports to be given to the shareholders and they adopt the balance sheet that they will present to the shareholders. At this meeting, a resolution is adopted which authorizes directors to sign the balance sheet on behalf of the board. The directors then convene the annual shareholders' meeting.

The subsequent meeting usually takes place immediately after the closing of the shareholders' meeting. The newly elected or re-elected directors meet to elect the officers for the coming year and if the shareholders decide not to elect an auditor, an accountant is appointed by the board. Although these meetings are technically held at 2 different times, the minutes may be signed at the same time.