Your corporation’s minute book contains the corporation’s most important records. How you keep those records matters.
In this article, we outline the most common ways of keeping corporate Minute Books. In particular, we examine the various options for storing corporate minute books and the pros and cons of each.
(If you need a refresher about what a Minute Book is and what’s in it, then check out our article All About Corporate Minute Books.)
Paper Minute Book
The most common way to keep Minute Books is in paper format. That is largely because paper was the only option up until the past decade or two.
Really old paper minute books are normally in fancy-looking binders with textured, faux leather exteriors. Sometimes they are in boxes with a similar look. And the name of the corporation is typically written on the spine of the minute book. Inside these minute books, there are numerous tabs, each marking a different section. For example, by-laws, officers’ registers, minutes of director meetings, etc.
More modern paper minute books are simply in three-ring binders. Those types of paper minute books will usually have tabs similar to the older paper minute books.
There are major drawbacks of paper minute books:
- A paper minute book can only be stored in one place at a time. So it means that a corporation needs to choose a safe and neutral place to keep the physical minute book. Physical locations can have high costs associated with them.
- Paper minute books can only be viewed in the location where they are stored or transferred for viewing. It is time-consuming and costly to transfer minute books; you need to hire a courier to transfer them or physically transfer them yourself. As a best practice, the transfer of the minute book should be documented.
Some benefits of paper minute books are:
- They are usually well organized, which makes them easier to understand.
- For people who like the feel and ease of using paper, this is the only option.
Digital Minute Book
It is becoming increasingly common for people to keep their corporate records in digital minute books. However, not all digital options are created equally. Below we canvas the most common ways of storing corporate minute books in digital format.
Local Storage
The most rudimentary way to store a digital minute book is by using a hard drive, flash drive, external drive, etc…
What that looks like is one person storing digital versions of the Minute Book documents in a computer system that they can access. For example, their laptop or a desktop computer. In that example, the Minute Book documents could be shared by emailing them to others or putting them onto a flash drive to physically take to someone else.
Storing a digital minute book in this way is almost identical to the paper minute book: access is only available in one location, and the risk of loss is high.
The drawbacks of this method are similar to the drawbacks of paper minute books. Plus, you have the added security risk of having digital data that might not be securely stored.
Also, it is important that there only be one minute book and that that one minute book acts as the central repository of records for the corporation. However, with this method of storing minute books it is easy for there to accidentally be multiple copies of a minute book and no clear indication of which one governs.
The main benefit is that it is cheap and easy to start by storing your minute book this way. However, as usually happens with cheap and easy fixes for important things, the future costs of taking this approach probably outweigh any benefits.
Cloud Storage Platform
A more advanced way to keep a corporate minute book is on a cloud storage platform, such as Google Drive, Dropbox, Sync, Box, and similar platforms.
Cloud platforms have the added bonus of decreasing the likelihood of a permanent loss or destruction of the Minute Book. Cloud platforms also generally make it easier for multiple people to access the Minute Book from various locations, which is a big time and cost savings but also facilitates collaboration.
The drawbacks that we have seen with cloud storage platforms for minute books are these:
- The cloud storage account is usually owned by an individual person, and if that person becomes no longer involved in the corporation, then a new home for the minute book needs to be found.
- Cloud storage platforms are not organized for minute books, so you need to manually organize the minute book, which is time-consuming and easy to get wrong.
- The Minute Book files can get jumbled in with other files that are less important, or that do not belong there.
- The sharing functions on some cloud platforms can be tricky.
Other than what was listed above, the main benefit is that most entities have cloud storage platforms that they already use, so it is already paid for, and you can add a new folder for the minute book.
Digital Minute Book Platform
An even more advanced way of keeping corporate minute books is to use a digital minute book platform.
A good digital minute book platform has all of the benefits of a cloud storage platform and many important benefits on top of that.
The digital minute book platform provided by tobuso.ca is a great example. At its heart, the Tobuso platform acts as a secure cloud platform for storing digital minute books, but since it is designed specifically for minute books of Canadian corporations, it goes far beyond that.
For example:
- Files are already organized for you in the conventional manner of a minute book, which makes it easier to use and understand;
- Workflows are integrated with the minute book so that you can easily take care of the common business of a corporation – like address changes and annual maintenance;
- The minute book is not hosted or owned by one individual, which makes it easy to transfer custodianship;
- It is free to host digital minute books on the platform, so you don’t need to worry about getting locked out of your records; and
- It is easy to share the records with whoever needs access, whether it’s accountants, lawyers, directors, or others.
If you want to host your minute book at tobuso.ca, it’s easy and free to sign up. If you don’t yet have a corporation, then you can easily incorporate one, and your minute book will automatically be hosted as a digital minute book on the platform.We hope that this article has helped to shed some light on the various options for storing the minute book of a corporation in Canada. If you have any questions or would like to talk, then please feel free to contact us.
