March 15, 2004
Mr. Gartner authors comprehensive portfolio handbook on the legal issues associated with the preparation and maintenance of corporate minutes for board of directors and committee meetings as well as shareholder meetings.
Partner Steven Gartner authored a comprehensive portfolio handbook on the legal issues associated with the preparation and maintenance of corporate minutes for board of directors and committee meetings as well as shareholder meetings. The publication, entitled Corporate Minutes, was published by the Bureau of National Affairs, Inc. as part of its Corporate Practice Series. It describes the function and importance of corporate minutes and the pertinent federal and state laws. The portfolio also discusses the format of corporate minutes and the process for preparing, approving and amending them. Finally, the portfolio analyzes the rights of shareholders, directors, and others to obtain access to the minutes as well as litigation issues concerning minutes, such as their use as evidence and related privilege issues. Mr. Gartner provides practical worksheets, including sample minutes for regular and special meetings of the board of directors, as well as sample minutes for action taken by a board of directors pursuant to the unanimous written consent of its members. The worksheets also contain sample resolutions and sample demands to inspect the minutes in addition to excerpts from federal and state law, and sample bylaw provisions that are relevant to corporate minutes. Mr. Gartner is a partner in the firm’s New York office, specializing in mergers and acquisitions, public offerings, and private equity transactions.