Can the president of a small corporation edit and/or delete portions of the meeting minutes that were transcribed by the secretary?

In doing so, the president completely disregards what actions one of the BOD disagreed to.

Asked on October 12, 2014 under Business Law, Washington


SJZ, Member, New York Bar / FreeAdvice Contributing Attorney

Answered 6 years ago | Contributor

The does not *directly* have anything to say about this, though  if the edited/changed/falsified--since that's what he's doing in essence: falsifying--the minutes are used to perpetuate a fraud or criminal or tortious (wrongful) act of any kind, the fact that he deliberately changed the minutes will support holding him liable.

If the BOD does not support what the president is doing, they can, of course, punish or fire him.

IMPORTANT NOTICE: The Answer(s) provided above are for general information only. The attorney providing the answer was not serving as the attorney for the person submitting the question or in any attorney-client relationship with such person. Laws may vary from state to state, and sometimes change. Tiny variations in the facts, or a fact not set forth in a question, often can change a legal outcome or an attorney's conclusion. Although has verified the attorney was admitted to practice law in at least one jurisdiction, he or she may not be authorized to practice law in the jurisdiction referred to in the question, nor is he or she necessarily experienced in the area of the law involved. Unlike the information in the Answer(s) above, upon which you should NOT rely, for personal advice you can rely upon we suggest you retain an attorney to represent you.