Expert: John Varghese - 12/22/2011

Question
Must shareholder meetings be notarized and recorded via a public instrument to be legally binding? For example if the minutes of a shareholders meeting in which the shareholders approved the transfer of stock to a new shareholder was not notarized and recorded in a public instrument, would the new shareholder still be considered the owner of the shares?

Answer
Dear Evan,

As far as I know, there is no requirement for a shareholder meeting minutes to be notarized. Signature of the Secretary of the company would be sufficient to validate the minutes and make it legally binding. If the matter of transfer of stock is recorded in the minutes book, the shareholder would become owner of the shares.

Regards

John