The minutes of the meeting of the founders are drawn up only once - when establishing a limited liability company. All other minutes of meetings convened at least once a year are called meeting minutes. The minutes of the constituent assembly refers to the constituent documents confirming the legitimacy of the creation of this society, therefore it must be drawn up correctly and legally competently.
Instructions
Step 1
Download a sample minutes of the meeting of the founders on the Internet. When filling it out, please note that the full name of the company being founded is written everywhere in the text. It must reflect the legal form, for example "Alpha Limited Liability Company". The legal address that you indicate in the minutes of the meeting must completely coincide with the one at which the company will be registered in the state register.
Step 2
If the founders of the LLC are legal entities, then it is necessary to enter information about them in the protocol, which includes the full name of the parent company, its TIN and OGRN, data of the authorized representative (surname, name, patronymic; passport data; registration address). In the event that the founders are individuals, then in the minutes indicate the last name, first name and patronymic of each, their passport data and registration address.
Step 3
Describe the agenda, do not forget to include an item on the election of the chairman and secretary of the constituent assembly. They will need to be selected from among the founders to certify this protocol with their signatures.
Step 4
Reflect in the minutes the size of the authorized capital and describe the procedure for its replenishment. Please note that at least 50% of the authorized capital must be paid before the company is registered and information about it will be entered in the Unified State Register of Legal Entities (USRLE), the rest must be entered no later than 1 year after registration.
Step 5
In those paragraphs of the protocol that will relate to the election of the sole executive body (general director), also indicate his full details: last name, first name and patronymic, passport and registration data. Note for how long he was elected. According to the law, the term can be unlimited, but usually the founders indicate it.
Step 6
In the minutes of the constituent assembly, there must be a clause on the appointment of the person responsible for the state registration of the company - the applicant. It can be any of the founders. He is delegated the right to issue powers of attorney for submitting documents or receiving documents confirming the registration of an LLC with the tax authorities.
Step 7
Put the signatures of the secretary, chairman, and all founders under the minutes.
