What should be done if the minutes book is lost?

The loss of the minutes book does not terminate your company's existence. However, it is recommended that you quickly take steps to retrieve the available documents and reconstruct your corporate records.

Start by searching for copies that may have been kept by directors, shareholders, or professionals who worked with the company. Some information may also be available from government authorities.

It can be particularly useful to retrieve:

• the statutes and their amendments, as well as the regulations;
• certificates issued by government authorities;
• existing resolutions and minutes;
• corporate records and available share certificates, when used;
• declarations and information filed with government authorities;
• the other documents that allow us to trace the company's decisions and operations.

From this information, it is usually possible to reconstruct a significant part of the minutes book.

When certain documents remain missing, it is necessary to determine which decisions were actually made and which formalities were completed. Depending on the situation, confirmation, replacement, regularization, or, depending on the circumstances, ratification documents may then be required. It is not simply a matter of retroactively recreating documents as if they had been signed at the time.

In summary , if your minutes book is lost, start by gathering all available copies and information that can help reconstruct the company's history. The book can then be reconstructed, and any remaining gaps addressed as needed.