Document background
Corporate Minutes are fundamental governance documents required by Philippine corporate law, specifically under the Revised Corporation Code of the Philippines. They serve as the official record of proceedings during board meetings, stockholders' meetings, and special corporate meetings. These documents must capture essential elements including attendance, quorum confirmation, discussions, voting results, and formal resolutions. Corporate Minutes are used to document critical company decisions, from routine operational matters to significant corporate actions such as mergers, capital increases, or major business decisions. They play a crucial role in corporate governance, serving as evidence of the board's decision-making process and compliance with fiduciary duties. The minutes must be certified by the Corporate Secretary and approved by the appropriate corporate officers, becoming part of the corporation's permanent records.
