Check the minute book against the statutory recording rules
Key facts
- Human involvement
- YellowClose supervision
- How AI is used
- From the minute book and the meetings and written consents in the file, list any meeting of stockholders or directors whose proceedings are not recorded in a book kept for that purpose, and any director consent under § 141(f) that is not filed with the minutes. Do not rewrite the minutes.
- What the lawyer must review
- The lawyer decides whether the record meets § 142(a), which requires one officer to have the duty to record proceedings of meetings of stockholders and directors, and whether written consents are filed with the minutes as § 141(f) requires. Section 224 allows the book to be kept in an information-storage form that can be converted into clearly legible paper within a reasonable time. The lawyer decides who that officer is under the bylaws.
- Written for / version
- United States versionUS
Who does what
| Role | What they do |
|---|---|
| Assistance | Consider narrowly defined preparation support after confirming the tool’s capability and permitted scope. |
| Lawyer | Set the scope, supervise the work closely, verify every part relied on, resolve omissions and exceptions, and approve the exact output. |
Checklist
- Check the current court or regulator requirements, prescribed form and attachments for the intended document and filing.
- Verify the applicable jurisdiction and the version of each relevant law, rule or instrument in force at the material time.
- Confirm the output against the client’s instructions and the complete relevant source material, including omissions or contradictions.
- Resolve exceptions and record the responsible lawyer’s approval of the exact output and intended use.