Corporate meetings should NOT be boring

An S corporation is a special type of corporation organized under the Internal Revenue Code's Subchapter S. It blends elements of a traditional Subchapter C corporation with the simplicity of a sole proprietorship or limited liability company. While it can avoid the double taxation of a C corporation, an S corp remains subject to many of the same administrative and record-keeping requirements of a corporation. These include holding board and shareholder meetings.

Board Meetings

The first step in setting up a board meeting is to set up a board of directors. Assuming that your state allows it, you can designate yourself as the director and then add your spouse or close family friend/mentor as another board member. While meetings do not require booking a room or catering a lunch, you should take advantage of current tax code and enjoy a weekend away for your board meetings. You will need to establish a formal meeting and agenda. You should spend a minimum of 4 hours each day on the meeting agenda and ensure that decisions are documented. While a two week family trip through Europe will definitely catch the attention of the IRS auditor, a three day weekend in a city near you is completely reasonable for a board meeting.

Shareholder Meetings

In addition to holding board meetings, S corporations also need to hold shareholder meetings at least once per year, and these need to be documented. You can, however, hold the board and shareholder meetings on the same day. For instance, you could have a board meeting at noon, then have the shareholder meeting with yourself at 4:00. The meetings should have formal votes and you should keep minutes of the meeting to record what was covered and accomplished.

Please contact us if you are interested in our meeting templates to ensure compliance.

Jeff Gullickson