S-Corporation Yearly Meeting Requirements

Is it that time for your meeting? Here’s everything you need to know to successfully meet with your team! 

First, what exactly is an S-Corp, and why do they need a yearly meeting? In short terms, an S-Corp is just a business like an LLC that gets taxed differently and offers tax-saving opportunities. To learn more about what an S-Corp is, check out our blog When to Become an S-Corp. One of the main S-Corp requirements is to have these meetings to maintain their S-Corp tax status. 

Requirements In Your Meetings

Shareholder Meeting

Holding a shareholder meeting once every year is essential for your business growth. This is a great way to discuss opportunity, progress, or decisions. Additionally, it is required for all S-Corps to have at least one shareholder meeting per year.

Consider these points to discuss during your meeting with your shareholders:

• Election/Re-election of the board of directors: Your board of directors is responsible for major business decisions, so it is important that you have the right team to lead your S-Corp in the right direction.
  
  
• Review of finance reports: Reviewing your company’s financial reports is always a great way to see progress. Whether these are income statements or balance sheets, reviewing these with your team will lead to healthy business growth.

• Approval for loans, mergers, etc. (Major business decisions)

Lastly, a formal notice of the meeting should be sent to your shareholders. This notice should include the date, time, location, and agenda of the meeting.

Meeting for S - Corp Board of Directors 

Most states require your board of directors to meet at least once a year. However, if you are lucky enough to have your business in Delaware, Kansas, Nevada, North Dakota, or Oklahoma, then your board of directors is not legally required to meet, however, it is still encouraged to hold a meeting for your board of directors.

Consider these points for your board of directors to discuss:

• Are your company’s goals or strategies being met? Review your company’s goals and visions.
  
  
• Approve any budgets or plans: Any sort of new budgets, financial plans, or new investments should be discussed to ensure a clear path for your team.
  
  
• Discuss any salaries that need to be adjusted: Has an employee improved? Have they helped the company grow? Consider new benefits or compensations for your employees.

Meeting Minutes (Record of Meeting)

Apart from verbally having the meetings, documenting this meeting is just as important. This document is referred to as meeting minutes. This will be a written record of what happens within the meeting; anything discussed and approved will be written in the meeting minutes document.

For a successful record of your meeting, make sure to include the following

• Location: Where is this meeting being held?
• Date & Time: Record the specific time and day that the meeting is being held.
• Attendance: Write down the list of attendees of the meeting and any additional members.
• An agenda of items discussed: Prepare an outline of the topics that will be discussed within the meeting
• Key decisions made: Approval of decisions, major discussions, or votes should be recorded.

Not only is keeping meeting minutes required for an S-Corp to have on file, but keeping these records can provide evidence for any major decision that was made.

Additional Info

State of Information/Annual Report

On top of the meeting, make sure that your annual report or statement of information is up to date. Updating your reports during your yearly meeting will make things easier if any major decisions were made during the meeting

What happens if I don’t have these meetings?

Failure to hold your annual meeting for your S-Corp may result in losing your S-Corp status or lead to losing your company’s limited liability protection

If you are having trouble planning out a notice or outlining a meeting minutes document, contact our team today for expert guidance!