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Access to minutes of the minutes

Morning,

Without going too much into detail, do I as a (lease/share)holder have the rights to the minutes of the meetings held by the directors?

I am not referring to the AGM but to the regular meetings they hold.

My requests for a AGM has been delayed/ignored for the last 6 months.
«13

Comments

  • What does your lease say about the  matter, please?? Can't read it from here...
  • olisun said:
    Do I as a (lease/share)holder have the rights to the minutes of the meetings held by the directors?

    I am not referring to the AGM but to the regular meetings they hold.


    if it were a normal corporate setup and matter, typically no.
    shareholders elect the directors at the AGM to run the company, but typically do not have such information rights to review board minutes per se. 

    if your lease says differently in your speficif situation, maybe you have some exceptional rights, but starting assumption should be No.
  • DullGreyGuy
    DullGreyGuy Posts: 18,613 Forumite
    10,000 Posts Second Anniversary Name Dropper
    olisun said:
    Morning,

    Without going too much into detail, do I as a (lease/share)holder have the rights to the minutes of the meetings held by the directors?

    I am not referring to the AGM but to the regular meetings they hold.

    My requests for a AGM has been delayed/ignored for the last 6 months.
    You would need to read the articles of association of the company, which is effectively the rule book of how the company is to be governed. If they've used the model terms then no, there won't be a right for a shareholder to access minutes of regular business meetings. 

    For a start, there is no legal requirement for standard meetings to be minuted at all. At best in most business meetings you get an action log and many dont even go that far. 

    Imagine if what you are hoping for were true... Microsoft or Dell would just buy 1 Apple share and demand minutes of every meeting in the New Product Development team. 
  • gm0
    gm0 Posts: 1,340 Forumite
    Seventh Anniversary 1,000 Posts Name Dropper
    edited 18 October 2024 at 10:52AM
    Unpaid *volunteers* generally do not react well to backroom lawyers coming with demands for more process unless they come volunteering to help do it.

    What they tend to do is quit. Step aside.  And let someone else from the community of the ungrateful take a turn.  The agitator being the prime candidate to be introduced to the will of the eventual meeting.  Your turn bucko.

    If you are willing to be coopted. Attend. Make and distribute the minutes.  To improve transparency and formality.  That's one scenario.  Demanding they be produced so you can interfere and review in absentia.  Nah.

    Not everyone has a big business background and the same standards on what a minimum defensible position looks like.

    I too would expect budgets.  Last year numbers.  This year.  Delta.  Accounts.  At an AGM
    All duties of the MA under a sensible contract.  Yet not always done or done well by a cheap and nasty MA.

    All are reasonable expectations of a modestly well run outfit.  And yet if there is "one active" and one "sleeping" or sickening director who has not yet stepped away.  And nobody want's to get involved.  But are happy to whinge.  I can't do it.  Away too much. Too busy.  Too old.  Too ill.  But isn't it terrible.  The MA gets away with murder.

    Be careful what you wish for and how you go about it. 

    Corporate expectations really don't fit the scenario

  • olisun
    olisun Posts: 55 Forumite
    Part of the Furniture 10 Posts Combo Breaker
    edited 18 October 2024 at 12:24PM
    gm0 said:
    Unpaid *volunteers* generally do not react well to backroom lawyers coming with demands for more process unless they come volunteering to help do it.

    What they tend to do is quit. Step aside.  And let someone else from the community of the ungrateful take a turn.  The agitator being the prime candidate to be introduced to the will of the eventual meeting.  Your turn bucko.

    If you are willing to be coopted. Attend. Make and distribute the minutes.  To improve transparency and formality.  That's one scenario.  Demanding they be produced so you can interfere and review in absentia.  Nah.

    Not everyone has a big business background and the same standards on what a minimum defensible position looks like.

    I too would expect budgets.  Last year numbers.  This year.  Delta.  Accounts.  At an AGM
    All duties of the MA under a sensible contract.  Yet not always done or done well by a cheap and nasty MA.

    All are reasonable expectations of a modestly well run outfit.  And yet if there is "one active" and one "sleeping" or sickening director who has not yet stepped away.  And nobody want's to get involved.  But are happy to whinge.  I can't do it.  Away too much. Too busy.  Too old.  Too ill.  But isn't it terrible.  The MA gets away with murder.

    Be careful what you wish for and how you go about it. 

    Corporate expectations really don't fit the scenario


    There is more to the story but that is a different matter.
    But my question was a generic one and I got the reponse to it.
  • olisun
    olisun Posts: 55 Forumite
    Part of the Furniture 10 Posts Combo Breaker
    What does your lease say about the  matter, please?? Can't read it from here...
    We are a RMC so I am going with the assumption that company laws apply over here.
  • olisun
    olisun Posts: 55 Forumite
    Part of the Furniture 10 Posts Combo Breaker
    olisun said:
    Do I as a (lease/share)holder have the rights to the minutes of the meetings held by the directors?

    I am not referring to the AGM but to the regular meetings they hold.


    if it were a normal corporate setup and matter, typically no.
    shareholders elect the directors at the AGM to run the company, but typically do not have such information rights to review board minutes per se. 

    if your lease says differently in your speficif situation, maybe you have some exceptional rights, but starting assumption should be No.

    It's a RMC with a typical AOA.
  • olisun
    olisun Posts: 55 Forumite
    Part of the Furniture 10 Posts Combo Breaker
    olisun said:
    Morning,

    Without going too much into detail, do I as a (lease/share)holder have the rights to the minutes of the meetings held by the directors?

    I am not referring to the AGM but to the regular meetings they hold.

    My requests for a AGM has been delayed/ignored for the last 6 months.
    You would need to read the articles of association of the company, which is effectively the rule book of how the company is to be governed. If they've used the model terms then no, there won't be a right for a shareholder to access minutes of regular business meetings. 

    For a start, there is no legal requirement for standard meetings to be minuted at all. At best in most business meetings you get an action log and many dont even go that far. 

    Imagine if what you are hoping for were true... Microsoft or Dell would just buy 1 Apple share and demand minutes of every meeting in the New Product Development team. 

    I think they have used the model terms.

    If a decision was made and if I plan to challenge that, can Irequest the minutes of that specific meeting when the decision was made or is it still a no?
  • olisun
    olisun Posts: 55 Forumite
    Part of the Furniture 10 Posts Combo Breaker
    Do the directors have to inform the shareholders when a director resigns?

    How would the (lease/share)holders know if and when they can put forward themselves for the position?
  • DullGreyGuy
    DullGreyGuy Posts: 18,613 Forumite
    10,000 Posts Second Anniversary Name Dropper
    olisun said:
    olisun said:
    Morning,

    Without going too much into detail, do I as a (lease/share)holder have the rights to the minutes of the meetings held by the directors?

    I am not referring to the AGM but to the regular meetings they hold.

    My requests for a AGM has been delayed/ignored for the last 6 months.
    You would need to read the articles of association of the company, which is effectively the rule book of how the company is to be governed. If they've used the model terms then no, there won't be a right for a shareholder to access minutes of regular business meetings. 

    For a start, there is no legal requirement for standard meetings to be minuted at all. At best in most business meetings you get an action log and many dont even go that far. 

    Imagine if what you are hoping for were true... Microsoft or Dell would just buy 1 Apple share and demand minutes of every meeting in the New Product Development team. 

    I think they have used the model terms.

    If a decision was made and if I plan to challenge that, can Irequest the minutes of that specific meeting when the decision was made or is it still a no?
    Anyone can ask anything, they won't be obliged to agree to it and there potentially are no minutes even if they were minded to fulfil your request. 

    AOA are held on companies house website so you can look up the company and download the AoA for free
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