Exempt Market Update | Fall 2013 | www.emdacanada.com 94
board meeting minutes. Think of every piece of documentation
that an organization has to create, sign or verify, for legal or
Where does all that paperwork go? It has to be stored in a
single, secure location so that it can be easily accessed when
needed. This is especially important for verification or auditing
purposes or when it involves due diligence done by EMDs in order
to satisfy their KPY obligations. The screen shot below provides
an example of document storage capabilities of BoardSuite.
Think of the minute book of an organization as the heart of an
organization’s existence, recording its activity and providing the
framework on how that organization operates.
What do a Board of Directors or an EMD do when it’s time for
In the past, management accumulated and organized
information on an Excel spreadsheet program, but often found
this tool inadequate for tracking and sharing.
BoardSuite provides a visualization of an organization’s
entire minute book, material documents and stakeholder and
corporate activities associated with them. Using an on-line portal
can help companies visualize and maintain their capital structure,
capitalization table and related securities certificates.
This information is often resting inside your paper minute
book in a series of documents, susceptible to loss or damage and
only accessible to the person holding the minute book.
Whether your organization is a start-up or 100 years old,
managing your capital structure, minute book and key documents
is important for a number of reasons:
1. Raising capital
2. Reporting to corporate, tax or securities authorities
4. Bank loan
5. Board recruitment
6. Expiration of options/warrants
7. Due diligence
The screen shot above illustrates BoardSuite’s record
keeping and registrar and transfer agent capabilities which are
critical for any organization.
Officers, directors and EMDs all need accurate information at
all times. Directors also need to have assurances that the capital
structure of the organization adheres to the securities laws of the
province or territory in which it is established.
When raising capital, the most powerful statement you can
make to potential investors is that your information is accurate,
complete, easily accessible and verifiable. By being organized
within the BoardSuite eco-system, EMDs can review and verify
within a timely manner that an issuer is applying good governance
practices and is compliant.
Similarly, when an organization has discussions with a