Legal Question in Business Law in Wisconsin

Corporate Record Keeping

We are an S-Corporation incorporated in Wisconsin. We've done a very poor job at keeping records of Board Resolutions, Directors Meeting Minutes, etc. I know this has put us in a potentially vulnerable legal situation vis-a-vis our incorporation status.

How do we address this situation -- especially when no records were taken on important decisions like stock issuance?


Asked on 4/16/07, 12:36 am

1 Answer from Attorneys
Thomas Schober Schober Schober & Mitchell, S.C.

Re: Corporate Record Keeping

An experienced corporate attorney could help you put back together all the information that should have been included in annual shareholder and director minutes. You could hold a current meeting to ratify all these actions and become "current" again. The information comes from a broad spectrum of data: financial statements, tax returns, bank resolutions file with your bank, resolutions filed with a retirement plan administrator, payroll records, etc. We have had times where we needed to go back for decades, which becomes true when no one is sure who the current owners are and even how much they own. Good luck on your reconstruction project!

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Answered on 4/16/07, 9:21 am


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