Shareholder meeting minutes: template and example to copy

The Loro team Updated October 15, 2026 8 min read

In short

Shareholder meeting minutes record how the meeting was called, how many shares were present in person or by proxy, who chaired and who took the minutes, how the shares voted on each item and what was resolved. They work for a corporation's annual or special meeting of stockholders and for a UK company's general meeting. The law and your bylaws or articles decide who signs and how long you keep them; the rules for Delaware and the UK are below. If the meeting is held by video call, Loro takes the notes without a bot; if it's in person, you can dictate the draft afterwards with Ctrl + Win (fn on a Mac).

What goes in shareholder meeting minutes

Within what the law and your bylaws or articles require, the minutes usually have these parts:

Company and meeting: the company's name, annual or special meeting, date, time and place or link.
Notice: how and when shareholders were notified, with a copy of the notice attached.
Chair and secretary: who chaired, who took the minutes and, if there was one, the inspector of election who counted the votes.
Attendance: each shareholder present in person or by proxy, and how many shares they hold. The attendance list and the proxies get attached.
Quorum: the shares present or represented, out of the shares entitled to vote, as a percentage, and whether that meets the quorum in your bylaws.
Agenda, as it appeared in the notice.
Each item: a short summary, the resolution as put to the vote, and the count in shares for, against and abstaining. For director elections, the votes for each nominee.
Adjournment: the time the meeting ended.
Signatures, as your bylaws, articles or the law require.

A board meeting gets its own minutes. For those, see the board meeting minutes template.

What the law says in Delaware and the UK

Delaware

Under §142(a) of the Delaware General Corporation Law, one of the corporation's officers has the duty to record the proceedings of stockholder and director meetings in a book kept for that purpose. Check your bylaws to see which officer has that job; it's usually the secretary.

United Kingdom

Under the Companies Act 2006:

Section 355: every company keeps the minutes of all its general meetings, and copies of resolutions members pass outside a general meeting, for at least 10 years.
Section 356(4): minutes of a general meeting signed by the chair of that meeting are evidence of what happened at it.
Section 336: only public companies, and private companies that are traded companies, must hold an annual general meeting.

Other states and countries have their own rules, and so do your bylaws or articles. If the minutes will go to a bank, an investor, a registry or a court, ask a corporate lawyer what they need to show.

Template to copy

SHAREHOLDER MEETING MINUTES

Company: 
Meeting:  [ ] Annual     [ ] Special
Date:                  Called to order at:      Place or link: 
Chair:                                          Secretary: 
Inspector of election, if any: 

1. NOTICE
How and when notice was given: 
Copy of the notice: attached

2. ATTENDANCE AND QUORUM
Shareholder                         In person or by proxy            Shares
- 
- 
- 
Shares present or represented:        of:              (      %)
Quorum under the bylaws? 
Attendance list and proxies: attached

3. AGENDA
1. 
2. 
3. 

4. ITEMS AND RESOLUTIONS
Item 1: 
  Summary: 
  Resolution put to the vote: 
  Votes in shares:  For:            Against:          Abstained: 
  Result: 

Item 2: 
  Summary: 
  Resolution put to the vote: 
  Votes in shares:  For:            Against:          Abstained: 
  Result: 

5. ADJOURNMENT
Adjourned at: 

SIGNATURES (as your bylaws, articles or the law require)
________________________          ________________________
Secretary                          Chair

A full example

SHAREHOLDER MEETING MINUTES

Company: Northfield Coffee Roasters, Inc. (a Delaware corporation)
Meeting: annual meeting of stockholders
Date: Tuesday, September 29, 2026     Called to order at: 10:00 am
Place: company office, Portland, Oregon
Chair: Maya Chen (CEO and chair of the board)
Secretary: David Okafor
Inspector of election: none

1. NOTICE
Notice was sent to all stockholders of record on September 8, 2026.
Copy attached.

2. ATTENDANCE AND QUORUM
Shareholder                         In person or by proxy            Shares
- Maya Chen                         in person                       400,000
- David Okafor                      in person                       250,000
- Harbor Lane Seed Fund II, L.P.    by proxy: Sarah Klein           200,000
- Luis Romero                       in person                       100,000
- 6 employee stockholders           not present                      50,000
Shares present or represented: 950,000 of 1,000,000 (95%)
Quorum under the bylaws: yes.
Attendance list and proxy: attached.

3. AGENDA
1. Election of directors
2. Ratification of the independent accountants for 2026
3. Increase of the stock option pool

4. ITEMS AND RESOLUTIONS
Item 1: election of three directors
  Nominees: Maya Chen, David Okafor and Sarah Klein.
  Votes in shares:  Maya Chen      For: 950,000     Withheld: 0
                    David Okafor   For: 950,000     Withheld: 0
                    Sarah Klein    For: 850,000     Withheld: 100,000
  Result: all three elected. Luis Romero withheld his votes for
  Sarah Klein.

Item 2: independent accountants
  Resolution: ratify Lindqvist & Ward LLP as the company's independent
  accountants for 2026.
  Votes in shares:  For: 950,000    Against: 0        Abstained: 0
  Result: approved.

Item 3: stock option pool
  Summary: the board proposed raising the pool from 100,000 to 150,000
  shares to hire a head roaster and two salespeople. David Okafor asked
  to wait for the 2026 results.
  Resolution: increase the stock option pool to 150,000 shares.
  Votes in shares:  For: 700,000    Against: 250,000  Abstained: 0
  Result: approved. David Okafor voted against.

5. ADJOURNMENT
No other business. Adjourned at 10:55 am.

SIGNATURES
________________________          ________________________
David Okafor, secretary            Maya Chen, chair

Tips for minutes that get used

Count the votes in shares. "The motion passed" won't help anyone later; "700,000 shares for and 250,000 against" will. Check that each total matches the shares present.
Attach the paper trail: the notice, the attendance list and the proxies. They show who could vote and that the meeting was properly called.
Write each resolution exactly as voted, with its numbers and names in it, like the size of the option pool or the accounting firm.
Note who voted against, and with how many shares, so nobody argues later about how each shareholder voted.
Get the signatures and file the minutes in the minute book soon after the meeting.

How to draft them with Loro

If the meeting is in person, dictate the draft afterwards:

Download Loro for free for Windows or Mac.
Open the minutes in Word or Google Docs, hold Ctrl + Win (fn on a Mac) and go through the meeting item by item. For example, you say: "um, on the option pool, uh, David Okafor voted against and the resolution was approved". Loro types: "On the option pool, David Okafor voted against and the resolution was approved."
Check the names and the share counts against the attendance list.

If the meeting is a video call, click Take notes when Loro asks. No bot joins the call, so tell everyone at the start that you're taking notes; the audio isn't stored. When you hang up, ask in the note's question bar for "the shareholder meeting minutes with attendance in shares, quorum, each item with its vote, and the resolutions".

Loro helps you write the draft. Approving, signing and filing the minutes is up to the people the law and your bylaws name.

Try Loro for free

Dictate in any app and get notes from your meetings, with no bot. For Windows and Mac, no card needed.

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Frequently asked questions

What should shareholder meeting minutes include?

How the meeting was called, the shares present in person or by proxy, the quorum, who chaired and who took the minutes, each resolution with its vote counted in shares, the time the meeting ended, and the signatures. Your bylaws or articles may ask for more.

Who signs shareholder meeting minutes?

Whoever your bylaws or articles say, usually the secretary and often the chair too. In the UK, minutes of a general meeting signed by the chair of that meeting are evidence of what happened at it (Companies Act 2006, s.356(4)).

How long do you have to keep shareholder meeting minutes?

In the UK, a company keeps the minutes of its general meetings for at least 10 years from the meeting (Companies Act 2006, s.355). In the US, check your state's law and your bylaws; in Delaware, an officer records the proceedings in a book kept for that purpose (§142(a)).

Does a private company have to hold an annual shareholder meeting?

In the UK, only public companies, and private companies that are traded companies, must hold an AGM (Companies Act 2006, s.336). In the US, check your state's corporate law and your bylaws, or ask a corporate lawyer.

What's the difference between shareholder minutes and board minutes?

Shareholder minutes record a meeting of the company's owners, where votes are usually counted in shares. Board minutes record a meeting of the directors. Keep each in its own set; for the board's, use the board meeting minutes template.

Can I use this template in Word or Google Docs?

Yes. Copy it with the "Copy" button and paste it into Word or Google Docs. Then file the signed minutes in your minute book.

Sources

State of Delaware, Delaware Code, Title 8, Chapter 1, Subchapter IV, §142, checked October 15, 2026.
legislation.gov.uk, Companies Act 2006, section 355, checked October 15, 2026.
legislation.gov.uk, Companies Act 2006, section 356, checked October 15, 2026.
legislation.gov.uk, Companies Act 2006, section 336, checked October 15, 2026.

Keep reading

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