Annual Board of Directors' Meetings and Minutes
The board of directors typically meet at least twice a year, before and after the annual shareholders' meeting. At the first meeting, the directors study the reports to be given to the shareholders and they adopt the balance sheet that they will present to the shareholders. At this meeting, a resolution is adopted which authorizes directors to sign the balance sheet on behalf of the board. The directors then convene the annual shareholders' meeting.
The subsequent meeting usually takes place immediately after the closing of the shareholders' meeting. The newly elected or re-elected directors meet to elect the officers for the coming year and if the shareholders decide not to elect an auditor, an accountant is appointed by the board. Although these meetings are technically held at 2 different times, the minutes may be signed at the same time.