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

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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

Answers:

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.


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