Legal Question in Business Law in Delaware

Board of Directors Concern

To whom is a Board of Directors obligated to give copies of the minutes of their meetings to? (ie. Board members, Board Observers, Stockholders who are NOT on the Board, private concerns).

(Confidential background information, hopefully not to be posted on your website. Our Corporate Offices are in Connecticut, but we are incorporated in the State of Delaware)

Thank you.


Asked on 1/30/01, 1:19 pm

1 Answer from Attorneys

Bruce W. McCullough Bodell, Bove', Grace & Van Horn. P.C.

Re: Board of Directors Concern

This would be governed by the corporation bylaws (although, frankly, I think most bylaws are silent on this issue). As the directors are selected by the shareholders, in the absence of a bylaws provision I think the shareholders would have the right to view directors minutes, as would other members of the board of directors.

This is general information for discussion purposes. We would have to form an attorney-client relationship for me to give legal advice.

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Answered on 3/15/01, 4:47 pm


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