Illustrated tutorial on office work with documents. Preparation and execution of minutes of meetings, meetings, conferences

15.04.2021

At meetings, meetings, sessions, conferences.

The protocols document the activities of permanent collegiate bodies, such as collegiums of committees and ministries, municipal governments, as well as scientific, technical, and methodological councils. In addition, meetings held by the heads of structural divisions, deputies CEO, directors, can also be recorded.

It is common to draw up protocols to document the activities of temporary collegiate bodies (conferences, meetings, seminars, etc.).

The minutes are drawn up by the secretary on the basis of the notes that he kept at the meeting. These can be short notes, transcripts, or dictaphone recordings. To prepare the minutes, the secretary collects abstracts of reports and speeches, draft decisions before the meeting.

Protocol issued on a common form..

Title, date and protocol number

The protocol header will be name of the collegiate body or type of meeting. For example, the Protocol (of what?) of the meeting of the pedagogical council; meetings of heads of structural divisions, etc.

The date of the minutes is the date of the meeting (minutes are usually drawn up after the meeting). If the meeting lasted several days, the minutes date includes the start and end dates.

For example: 21 — 24.07.2009 .

The number (index) of the protocol is serial number meetings within a calendar year or the term of office of the collegial body.

Protocol text includes the following parts:

  • introductory;
  • main.

Introduction

In the introductory part of the minutes, after the heading, the names and initials of the chairman and secretary of the meeting are given. From a new line after the word " attended» list in alphabetical order the names and initials of the officials present at the meeting.

If there were persons from others at the meeting, then after the word “Attended” from a new line, the word “ Invited” and a list of invited persons is indicated, in this case, the position and name of the organization are indicated before each name.

In the introductory part of the protocol the agenda is set.

It consists of a list of issues that are discussed at the meeting, and fixes the sequence of their discussion and the names of the speakers (speakers). Each item on the agenda is numbered with an Arabic numeral, it is formulated using the prepositions "O" or "About". For example: "On approval of curricula"; "On summing up the results of the academic year."

For each item, a speaker is indicated ( executive who prepared this question).

Main part

In accordance with the sequence of issues on the agenda, the text of the main part of the protocol is drawn up - it must contain as many sections as there are items on the agenda.

Thus, the header part of the protocol is always formatted in the same way. But the text of the protocol can be presented in different forms: short or complete.

Brief Protocol- fixes the issues discussed at the meeting, the names of the speakers and the decisions taken. Such a protocol is most often kept in cases where the meeting is of an operational nature (see Fig. 3.3.).

Complete Protocol- contains information not only about the issues discussed, the decisions made and the names of the speakers, but also sufficiently detailed notes conveying the content of the reports and speeches of the participants in the meeting, all the opinions expressed, questions and remarks, remarks, positions. Full minutes allow you to document a detailed picture of the meeting (see Figure 3.4).

Rice. 3.3. An example of a short protocol

Rice. 3.4. An example of a complete protocol

When using any form of protocol, its text will be divided into as many sections as there are items on the agenda.

Each section has three parts: “HEARD”, “SPEAKED”, “RESOLVED” (“DECIDED”), which are printed from the left margin in capital letters. This design allows you to highlight in the text the speech of the main speaker, the participants in the discussion of the issue and the operative part, in which the decision is formulated.

In the part " LISTENED» the text of the speech is stated. At the beginning of the text, from a new line in the nominative case, the name of the speaker is indicated. The record of the speech is separated from the name by a dash. The speech is written in the third person singular. It is allowed to indicate instead of recording the speech after the surname (“Record of the speech is attached”, “Text of the report is attached”).

In the latter case, the reports become an annex to the protocol.

In the part " PERFORMED» from a new line in the nominative case indicate the name of the speaker and after the dash, the text of the speech or the question (if it was asked to the speaker during the speech).

In the part " RESOLVED” (“DECIDED”) reflect the decision taken on the issue under discussion. The text of the operative part is printed in full in any form of the protocol.

The text of the entire protocol is printed with 1.5 line spacing.

The minutes are drawn up by the secretary of the meeting. The minutes are signed by the secretary and submitted for signature to the chairman within 3 (three) working days after the meeting.

Signatures are separated from the text by 3 line spacings. The name of the position is printed from the border of the left field, the last letter in the surname is limited to the right field.

On the day the protocol is signed by the chairman, it must be registered.

Extract from the protocol

An extract from the minutes is an exact copy of the part of the text of the original protocol related to the agenda item on which the extract is being prepared. The extract reproduces all the details of the form, the introductory part of the text, the agenda item on which the extract is being prepared, and the text reflecting the discussion of the issue and the decision made. An extract from the protocol is signed only by the secretary, who also certifies it. The certification inscription is written by hand, consists of the word “Correct”, an indication of the position of the person who certifies the copy (extract), personal signature, surname, initials and date (see Fig. 3.5).

Rice. 3.5. An example of an extract from the protocol

Extracts from the protocols sometimes replace such an administrative one as a decision. In this case, the extract serves as a tool for communicating the decisions made to the executors. In this case, the secretary, for example, of the Board, no later than 2 (two) days after signing the minutes of the meeting, distributes extracts from the minutes on certain issues to the responsible executors. The statements are signed by the secretary.

Extracts from the protocols sent to another organization are subject to mandatory sealing.

The original copies of the minutes are formed by the secretary in the cases according to the type of meetings. For example, protocols general meetings”, “Minutes of meetings of the Board of Directors”, “Minutes of meetings with the director”, etc. Inside the case, the protocols are systematized by numbers and chronology. Cases are formed during the calendar year.

We update this material as amendments or other documents related to the minutes of the general meeting are released. Last edit of the article: 01/28/2019 - taking into account all changes as of this date.

On this page you can familiarize yourself with the order of the Ministry of Construction on approval of the form of the minutes of the general meeting (starting from April 29, 2016), as well as download the minutes of the general meeting, a sample minutes of the general meeting of owners for use when holding general meetings in your house starting from 04/29/2016 .


With you can download the minutes of the general meeting according to the new form 2019 at the bottom of the page (+ download the register of owners there)

MINISTRY OF CONSTRUCTION AND HOUSING AND UTILITIES

FARMS OF THE RUSSIAN FEDERATION

ON APPROVAL OF REQUIREMENTS

TO THE REGISTRATION OF MINUTES OF GENERAL MEETINGS OF OWNERS

PREMISES IN APARTMENT BUILDINGS AND ORDER OF DIRECTIONS

ORIGINAL DECISIONS AND MINUTES OF GENERAL MEETINGS

OWNERS OF PREMISES IN APARTMENT BUILDINGS

TO THE AUTHORIZED EXECUTIVE AUTHORITIES

SUBJECTS OF THE RUSSIAN FEDERATION IMPLEMENTING

STATE HOUSING SUPERVISION

In accordance with parts 1, 1.1 of Article 46 of the Housing Code Russian Federation(Collected Legislation of the Russian Federation, 2005, N 1, Art. 14; Official Internet portal of legal information http://www.pravo.gov.ru, January 22, 2019, N 0001201901220025) I order:

We will prepare for you an up-to-date complete register of owners from 1000 rubles. We will also make a full package of documents with a guarantee of acceptance of GZhI from 3000 rubles, leave an application in the form below:

As a result of the meeting, meeting or meeting, a protocol is almost always drawn up according to the appropriate model. Features of filling and a ready-made example of a document can be found below.

In the course of the meeting, a protocol is always drawn up, and the management decides for itself which model is best to use. This document performs several functions at once:

  1. Records information about all those present and speakers.
  2. Contains all the key decisions taken during this meeting.
  3. It reflects the actual state of the negotiation process, fixes the key agreements at this stage.

Thus, the main task of the document is to record the fact of the meeting and all the decisions that were made as a result.

NOTE. Not all meetings are recorded, so the company's management has the right to independently decide in which case to draw up a reporting document, in which it is not. Typically, minutes are used at those meetings that discuss issues that directly affect the future development of the organization.

The legislation has not developed any requirements for the content of the document, and even more so there is no single form. Therefore, each company can use its own form. Including, you can use different forms for specific cases (for example, a department meeting, an extraordinary meeting or a joint meeting with representatives of the counterparty).

The document usually contains the following information:

  1. The full name of the company, the number of the protocol and the date of its compilation. The numbering can be carried out through - with the beginning of the countdown from each calendar year.
  2. Composition of those present:
  • chairman of the commission;
  • executive secretary fixing the entries in the minutes;
  • the rest of those present - usually the list is placed at the end of the document.
  1. Agenda - i.e. list of issues to be discussed. Compiled in advance and communicated to all those present (usually special announcements are made a few days in advance for meetings).
  2. List of speakers (name, position, topic of speech, issues raised).
  3. Decisions that were made as a result of the meeting.
  4. Signatures of the chairman and secretary, transcripts of signatures (surname and initials).
  5. If additional documents are attached to the protocol, as well as materials of audio recordings, photo and video filming, this fact must be reflected in the document. At the end, the word “Appendices” is written and the names of documents and other materials, their number and type (original or copy), as well as the number of pages are listed.

Form and sample 2019

In the simplest case, the form looks like this.

And as an example, you can choose this form:

NOTE. In the “RESOLVED” section, describing the decision, the results of the voting procedure are often given, if it was held at the meeting. The results are recorded by a simple summation of the votes "FOR", "AGAINST" and abstentions.

Short and full varieties

Different meetings can be held within the same organization. The importance of a meeting depends on the issues it addresses. And they also determine the choice of one or another sample, according to which the protocol will be drawn up. In general, there are 2 types of document:

Extract from the protocol

If it is necessary to obtain some information from the protocol, an extract is drawn up. This document is an exact copy of part of the protocol. The extract must record the date of preparation of the main document, its number, and the name of the company. The accuracy of the copy is certified by the personal signature of the secretary and / or chairman of the meeting.

Features of conducting

In the case of reporting meetings at the end of the year, extended forms of the document are usually chosen. If we are talking about a meeting of a separate structural unit, managers, as a rule, choose the simplest template.

The features of recording facts and storing the protocol are as follows:

  1. A sample minutes of the meeting is approved by the management of the company or a specific structural unit of the organization.
  2. Conducted directly at the time of the meeting. A special employee is appointed responsible for the execution of the document. In most cases, this is the secretary who also acts as meeting secretary.
  3. In order to avoid inaccuracies, incorrect interpretation of the speakers' phrases, additional recording of all events occurring during the meeting is often made. The means of audio and video recording are used. Subsequently, if necessary, transcripts of speeches are given in the annex to the protocol - exact quotations of what employees and other invited persons said.
  4. The number of original copies is compiled depending on the situation. As a rule, one original is enough. However, in the case of a meeting with the participation of a partner (representatives of another company), it becomes necessary to draw up 2 originals. Usually such meetings are held at different stages of business negotiations.
  5. As for copies of the document, you can make any number of them. Such a need arises when holding meetings, the decisions of which are binding on all departments of the organization. Then copies are sent to all structural units. As a rule, they are certified by the original seal and the handwritten signature of the head.

To avoid possible inaccuracies, audio and video recording tools are used to subsequently accurately reproduce the speech of each employee or invited person in shorthand.

On May 7, 2013, the second “package of amendments” to the Civil Code of the Russian Federation was adopted. Among other novelties, norms were adopted regarding the procedure for holding meetings and making decisions at them. Previously, we carried out an analysis of these provisions at the stage of the bill (). Now it is quite obvious that with the entry into force of these norms, they will have to somehow coexist. Moreover, these provisions will need to be implemented from September 1, 2013.

A feature of the adopted norms on the decisions of the meetings is that they establish clear requirements for the minutes by which the decisions of the meetings are drawn up. Moreover, the requirements for the minutes drawn up based on the results of an in-person meeting are delimited from the requirements drawn up based on the results of an absentee meeting.

The issue raised in this report, although formal at first glance, is in fact very important, since, along with establishing requirements for the minutes of meetings, the law simultaneously regulates the “sanction”: the decision of the meeting is voidable if a significant violation of the rules for drawing up the minutes has been committed.

Please note that if the earlier legislation contained specific requirements only for the minutes of joint-stock companies (while the minutes of limited liability companies remained without detailed regulation), now the new rules apply to all business companies.

Considering that the execution of meeting decisions for all companies, including our clients, is an important, urgent and very common issue, let's try to figure out how the minutes of the meeting of participants or shareholders of the company should look like in accordance with the new rules, and what exactly it will be different from the usual form.

So, we have before us a typical draft protocol of an extraordinary general meeting of shareholders held in person. We offer to see how it should change according to the new rules. :

Document form:

Protocol

Extraordinary general meeting of shareholders

Closed joint-stock company

Location of the Company and place of the meeting: _________________________.

The date of the: _________________ G.

Form of the General Meeting: joint presence of the Company's shareholders (their authorized representatives) to discuss agenda items and make decisions on issues put to vote).

Start time of registration of persons for participation in the General Meeting: __ hour ___ min.

Deadline for registration of persons for participation in the General Meeting: ___ hour ___ min.

Opening time of the General Meeting: ___ hour ___ min.

Closing time of the General Meeting: ___ hour ___ min.

Date of the protocol:"__" _________ 2013.

On the basis of and in accordance with the Federal Law of the Russian Federation "On Joint Stock Companies", the Charter of CJSC "___________" (hereinafter referred to as the "Company"), this protocol states:

All shareholders of the Company, in accordance with the current legislation of the Russian Federation, are duly notified of the meeting;

All shareholders of the Company were given the opportunity to get acquainted with the information (materials) provided to shareholders in preparation for the meeting.

The Company has not formed a counting commission. Registration and counting of votes is carried out by the chairman of the extraordinary general meeting of shareholders.

Based on the results of the registration of shareholders and their representatives for participation in the extraordinary general meeting of shareholders of the Company, at the time of the end of registration at ____ hours ____ minutes, shareholders (their authorized representatives) with a total of _____ votes from the total number of voting shares of the Company registered to participate in the meeting.

The following shareholders took part in the Extraordinary General Meeting of Shareholders:

1._________________;

2._________________;

In accordance with paragraph 1 of Art. 58 of the Federal Law of the Russian Federation "On Joint Stock Companies" QUORUM HAS BEEN on all agenda items , real collection ELIGIBLE consider the issues included in the agenda and make decisions put to the vote.

Elected Chairman of the General Meeting of Shareholders by a simple show of hands was _____________.

____________________ was elected Secretary of the General Meeting of Shareholders by a simple show of hands.

AGENDA OF THE MEETING:

________________

ON THE AGENDA:

Speaker: Mr. ___________.

Proposed:______________________________________________________.

______________________________.

"AGAINST"

"ABSTAINED"

Information about the persons who conducted the counting of votes:

1.________________;

2.________________;

DECISION:

________________________________.

1.________________;

2.________________;

On this, all issues on the agenda of the extraordinary general meeting of shareholders of the Company are considered considered, the meeting is declared closed

This protocol is drawn up in one original copy.

Chairman of the General Meeting of Shareholders _______________

Secretary of the General Meeting of Shareholders ________________

(end of document form)

So let's sum it up:

1. Drawing up the minutes of meetings in accordance with all the rules of law from September 1 this year becomes an extremely important issue, since violation of these rules may entail the risk of the decision being declared invalid.

2. Minutes of joint-stock companies must necessarily contain information about the shareholders who took part in the voting on the agenda items. We assess this as a turn towards the disclosure of a significant amount of information about the shareholders of companies (including CJSCs) to a fairly wide range of people (banks, state bodies (when participating in tenders, during registration actions), as well as counterparties have access to the protocols).

3. The norms, which at first glance seemed to be clearly and in detail regulated, turned out to be rather “blurred” and non-specific. Thus, when we tried to fill in the minutes of the general meeting of shareholders, we were faced with a whole range of questions that the new law does not answer:

How much data is limited to the range of information about the persons who participated in the meeting; about the people who counted the votes?

Is it necessary to indicate the number of shares owned by the person who participated in the meeting?

Should they be other than the Chairman and Secretary of the meeting?

4. Only the person indicated in the list of persons who voted against the decision of the meeting and demanded to make an entry about it in the minutes (this list is mandatory to be included in the minutes) or the person who did not take part in the meeting at all will have the right to challenge the decision of the general meeting. This novel should significantly limit the circle of subjects challenging the decisions of the meetings.



Federal Law No. 100-FZ of May 7, 2013 "On Amendments to Subsections 4 and 5 of Section I of Part One and Article 1153 of Part Three Civil Code Russian Federation"

Finally, the dream of all banks has come true, now at the legislative level there is a requirement for all companies, including joint-stock companies, to disclose in the minutes information about the persons who took part in the meeting. How much data is limited to the scope of information, whether it is necessary to indicate the number of shares owned by the person who took part in the meeting - the law does not answer these questions. It is only obvious that now each protocol of a joint-stock company carries information about its shareholders. Which, of course, is assessed as a negative factor.

Another short story, the application of which immediately raises a number of questions: What specific information should be indicated about these persons? Should these persons have any powers in relation to the Company? Should they be other than the Chairman and Secretary of the meeting?

Obviously, such a requirement is mandatory introduced to simplify the subsequent proving in court of the fact of disagreement with the decision. Simply put, in the future, only the person indicated in this list, or who did not take part in the meeting at all, has the right to challenge this decision in the future.

Article prepared by:

Lina Korshunova - Alta-via legal advisor

Company "Dawn"
PROTOCOL
_________№_________
Moscow
Board meetings
Chairman - Ivanov I.I.
Secretary - Petrov P.P.
Present: Vasiliev V.V., Mikhailov M.M., Romanov R.P., Sidorov S.S.
Invitees: Deputy Director for Production Kuznetsov K.K.,
Head of Marketing Department Markov M.M.
Agenda:
1. On the implementation of the project for the production of the AA-11 product.
Report of the Deputy Director for Production Kuznetsov K.K.
2. About participation in a specialized exhibition.
Report of the head of the marketing department Markov M.A.
1. LISTENED:
Kuznetsova K.K. - The text of the report is attached.
PERFORMED:
Vasiliev V.V. - informed about the need to modernize the equipment.
Romanov R.R. - made a list necessary equipment and study the offers of suppliers.
Sidorov S.S. - proposed to draw up a plan for the replacement of equipment and carry out the modernization in stages.
DECIDED:
1.1. Proceed to the production of the AA-11 product.
1.2. Instruct the production service to develop and submit for approval an equipment upgrade plan.
2. LISTENED:
Markova M.A. - The text of the report is attached.
PERFORMED:
Mikhailov M.M. - noted that the exhibition is quite an expensive event. It is advisable to take part only if samples of new products will be presented at the stand.
Vasiliev V.V. - ensured that product samples would be produced on time. He believes that it is necessary to develop a marketing plan.
Sidorov S.S. - offered to prepare a package of presentation materials.
DECIDED:
2.1. Take part in a specialized exhibition.
2.2. Assign to the marketing department
2.2.1. Prepare a package of presentation materials.
2.2.2. Ensure the reproduction of promotional materials.
2.2.3. Develop and submit for approval a marketing plan.
Appendix:
1. Text of the report by Kuznetsov K.K. for 3 l. in 1 copy.
2. The text of the report of Markov M.A. for 2 l. in 1 copy.
Chairman I.I. Ivanov
Secretary P.P. Petrov
  • Registration of organizational and administrative documents
  • Registration of types of organizational and administrative documents
  • Brief description of electronic document management systems
  • Systematization of documents and preparation of cases for transfer to storage in state archives
  • Applications
    • Appendix 1. An approximate list of types and varieties of documents used in management activities.
    • Annexes 2 and 3. Layout keys with angular and longitudinal arrangement of permanent details.
    • Appendices 4 and 5. Approximate list of documents with a stamp of approval. An approximate list of documents that are not subject to registration in the DOW service.
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