How to Amend Meeting Minutes

Organizations of all sizes must adhere to meeting standards and maintain meeting minutes. While LLCs or partnerships aren’t required to maintain meeting minutes, it is a helpful practice for all companies to improve communication and clarity on company direction. When you must maintain meeting minutes, such as for corporations, the minutes become the official legal record of the company. 

Meeting minutes must offer accurate, extensive information about each meeting. But, sometimes, the meeting minutes contain a mistake or inaccuracy that needs to be corrected to avoid mistakes or company inefficiencies. Read on to learn how to amend meeting minutes. 

Why Would Meeting Minutes Need to Be Amended?

Meeting minutes may need to be amended if there are errors or inaccuracies in the original document or if new information comes to light after the board meeting that needs to be included. Board members or meeting participants may suggest or request amendments to meeting minutes at any time. Meeting minutes may be amended before or after the minutes have been formally adopted. 

Who Has the Authority to Amend Meeting Minutes?

The authority to amend meeting minutes usually lies with the person responsible for taking and preparing the minutes, such as the secretary or designated note-taker. However, the board of directors or meeting participants must approve the final amended minutes. In some organizations, the governing body must approve and adopt the minutes. 

8 Steps to Amend Meeting Minutes

If you find that the company needs to amend meeting minutes, these are the steps to take. 

Review the Original Meeting Minutes

Before making any minute meeting amendments, it’s essential to review the original meeting minutes. The board may review the meeting minutes together and consider which ones are ready to be adopted and what amendments are needed. Reading the minutes allowed can help identify any errors or omissions in the minutes, including typos. 

Identify the Amendments Needed

Identifying the specific areas in the meeting minutes that require amendments will depend on the agenda points and topics covered. Corrections to the minutes can be made immediately after reading the minutes or when the board is reviewing the minutes. 

In case the meetings are amended in a later meeting, the amendments needed should also be noted in the current meeting’s minutes. Then, corrections can be made in the secretary’s minute book or the digital minutes. All corrections must be dated and initialized, either by hand or digitally.  

For example, you might correct typos, update the record of who was absent or present from the meeting, or change incorrect recording of decisions. For example, if the word “not” was accidentally omitted in a phrase such as, “the board has unanimously decided not to pursue XYZ…” Likewise, if the minutes don’t accurately reflect the board’s decision-making process or conclusions, they will need to be amended. 

Gather Additional Information

It’s essential to gather additional information to support the amendments, such as meeting recordings or other attendees’ notes. If there is some disagreement or lack of understanding about the decisions recorded in the notes, the board must decide, as defined in its operating agreement, to amend the information.

Approach the Amendments

To amend meeting minutes effectively, the board member who noticed the issue should suggest the amendment. This can be done after reading the minutes, by email, or in the next meeting if the minutes were circulated digitally. 

If someone proposes to amend the minutes, the board should vote. This should be recorded in the current meeting minutes. Then, the minutes can be updated, the amendment signed or initialed, and dated.

Communicate Changes to Participants

To communicate the changes made to the meeting minutes to other meeting participants, you can verbally confirm the amendment and read out the suggested amendments. 

After the minutes are amended, you should circulate the updated minutes to all board members, directors, or relevant stakeholders. You may circulate the minutes by email, cloud-based document sharing, or other means agreed upon by the board to ensure everyone is informed about the amendments.

Finalize the Amended Meeting Minutes

It’s the legal responsibility of the board to approve and formally file the minutes. For that reason, it’s essential to finalize the amended meeting minutes. As part of this process, carefully proofread and review the amendments before sharing the final version to avoid an additional amendment. You can share the minutes with another board member for review before circulating the minutes. 

Maintain Document Version Control

Maintaining document version control for meeting minutes can improve collaboration. With version control for minutes, several people can work on the document simultaneously while tracking the changes by each person. This can allow several board or team members to coordinate and work on the minutes for greater accuracy.  

To ensure the amended meeting minutes are properly archived and accessible, it’s important to file meeting minutes in the same location, with the proper date and information related to the meeting. 

Distribute the Amended Minutes

Once the amendments have been made and approved, the amended minutes should be distributed to the relevant stakeholders, such as meeting participants or individuals involved in the decisions or actions discussed in the meeting.

For annual meeting minutes and all other minutes, you will need to formally file the new minutes and distribute them to all concerned parties after making amendments. 

Should You Amend the Meeting Minutes?

If there is incorrect information in the minutes, it is essential to amend the meeting minutes. It can give a company direction and reduce miscommunication. Whether you’re maintaining corporation or LLC meeting minutes, accurate record-keeping can protect your company and decision-making.

However, maintaining accurate records and meeting minutes can be an administrative burden. If you’re looking for simplified formation and administration, doola can help. doola offers fast and easy formation and compliance services so you can form an LLC and maintain all compliance requirements while focusing more time on your core business. 

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Are there any specific guidelines for amending meeting minutes?

Specific guidelines for amending minutes vary by organization and operating agreement. All organizations must formally approve any amendments while reading the minutes or at the next meeting. 

Is it necessary to include a reason for amending the minutes?

Whether you need to include a reason for amending the minutes depends on the nature of the amendment. For example, if you amend the minutes to say you won’t go ahead with a certain action, this may require an explanation if it’s a change from the previous decision. However, minor changes like typos don’t require an explanation.

Do amendments need to be approved by meeting participants?

Yes, amendments need to be approved by the board or voting members of an organization. Minutes are usually approved at the next meeting. 

How long should meeting minutes be retained after amendments?

Meeting minutes must be retained for at least 10 years. State laws vary on requirements to retain minutes, but usually, it’s a best practice to store minutes safely for at least 10 years.

Can amended minutes be challenged or disputed?

Yes, meeting minutes can be challenged or disputed. In that case, you must rely on a meeting recording or other members’ meeting notes to settle any disputed information about the meeting content or decisions. 

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