Published March 20, 2020 · Updated October 7, 2026
Every general meeting of shareholders (RUPS) must have meeting minutes.
In this blog, we discuss the steps in writing minutes of a meeting, the information every set must contain, and how routine internal notes differ from formal board and shareholder minutes that may need corporate-secretarial handling.
Who Is Responsible for Writing Minutes of a Meeting?
Any appointed member of the group may take minutes, but formal board and shareholder minutes in Indonesia must be prepared, checked and signed under rules the company cannot ignore.
The company's or organization's secretary used to hold sole responsibility for writing minutes of a meeting. Nowadays, the designated recorder can be any member of the group, as long as that person can still participate actively.
Whoever holds the pen must know how to do the task properly. A capable recorder highlights key decisions, links them to the meeting's goals and reminds the group of what still needs to be accomplished. If the recorder is lost in transcription, the meeting loses one participant.
The role can rotate. The person taking minutes today may act as group facilitator at the next meeting. The incoming recorder must be briefed properly. In practice, we advise clients to hand over the previous set of minutes and the template. The next recorder can then continue without interruption.
The dividing line is formality. Routine internal minutes can be delegated to any competent member. Support roles often overlap here. For a deeper look, see our guide to the secretary and administrative assistant main differences. Formal board and shareholder minutes should be coordinated with the person responsible for corporate records. They must be signed as the law and articles of association require.
What Is the Correct Procedure of Writing Minutes?
An effective minute-taking workflow runs through seven stages: preparation, attendance, discussion, motions and resolutions, action owners, the next meeting, and review and approval.
Following a fixed sequence keeps the record consistent no matter who takes it. The steps below work for routine internal meetings and, with stricter sign-off requirements, for formal board and shareholder minutes as well.
Step 1: Prepare Before the Meeting
Obtain the agenda, read the previous set of minutes and prepare your template in advance. Confirm the meeting's date, time, venue or video link, and agree with the chairperson which items are expected to produce decisions.
Step 2: Record Attendance and Opening Formalities
Note the time the meeting was called to order, who chaired it, who attended and in what role, plus apologies and any proxies. For formal meetings, confirm that quorum was met under the company's articles of association.
Step 3: Summarize Each Agenda Item
Record the topics discussed in agenda order. Summarize the key points rather than transcribing every word, and connect each discussion to the stated goal of the meeting.
Step 4: Capture Motions and Resolutions Precisely
- Write the exact wording of every motion or resolution.
- Where the articles of association or meeting rules require it, record who proposed and seconded it, plus the voting outcome.
- State who made the decision, whether it was the group or a single decision-maker, so accountability is clear.
Step 5: Assign Action Owners and Deadlines
Every action arising from the meeting needs a named owner and a due date. An action without an owner is a wish, not a task, so confirm assignments before the discussion moves on.
Step 6: Note the Next Meeting and Close the Record
Record the time the meeting ended, the date of the next meeting and who is expected to attend it. Some participants in the follow-up meeting will differ from those present today, so name them explicitly.
Step 7: Review, Approve and Distribute
- Proofread the draft before submitting it.
- Confirm who needs to read the minutes and the submission deadline.
- Have the chairperson approve the record by circulation or at the next meeting. Then distribute and file it.
What Information Must Every Set of Minutes Contain?
Every set of minutes should contain, at minimum, the meeting header, attendance, discussions, resolutions and action owners. The table below shows which extra fields are required for formal minutes.
A checklist keeps the record complete even when the discussion moves quickly. Use the full table for formal board and shareholder minutes. For routine internal notes, the quorum, voting and sign-off rows are optional.
One practical note for distributed teams: state the reference time, such as WIB, beside every timestamp. This keeps the record unambiguous across more than one Indonesia time zone.
Required Information Checklist for Meeting Minutes
| Information Item | What to Record | Why It Matters |
|---|---|---|
| Meeting header | Company name, meeting type, date, start and end times, venue or video link | Anchors the record and distinguishes formal from routine meetings |
| Attendance | Full names and roles of attendees, apologies, proxies | Confirms who was present when decisions were taken |
| Quorum confirmation | Whether quorum was met under the articles of association | Determines the validity of resolutions |
| Call to order | Who chaired the meeting and the time it opened | Identifies the approving authority |
| Agenda items | Each topic discussed, in agenda order | Keeps the record structured and complete |
| Key discussion points | A concise summary of the main arguments | Gives context for each decision |
| Motions and resolutions | Exact wording, proposer and seconder of each resolution | Forms the legally reliable record of decisions |
| Voting results | Votes for, against and abstentions | Evidences the outcome where a vote was taken |
| Decision-makers | Who made the decision, and whether it was a group or individual decision | Fixes accountability |
| Action items | Each task, its named owner and deadline | Drives follow-through between meetings |
| Next meeting | Date, time and expected attendees | Sets the follow-up in motion |
| Sign-off | Chairperson and secretary signatures where required | Authenticates formal minutes under company law |
How Does a Reusable Meeting Minutes Template Help?
A reusable template makes the procedure repeatable: the minute-taker fills in defined fields instead of improvising a new structure after every meeting.
Consistency is the main benefit. When every set of minutes follows the same layout, readers can find resolutions, votes and action items at a glance, and a new recorder can pick up the role without training.
Adapt the same base template for different meeting types. Routine internal meetings can drop the voting and signature blocks; formal RUPS minutes must include the signatures required by law, while board and commissioner minutes must be made, retained and follow any signature requirements in the articles of association or applicable internal rules. Approved budgets and other financial matters recorded in minutes connect directly to the ledgers your finance team maintains. Our review of the Top 5 Accounting Software in Indonesia covers tools that keep both in order.
Reusable Meeting Minutes Template
| Template Section | Details to Enter |
|---|---|
| [Company Name] | Legal name of the company or organization as registered |
| [Meeting Type and Reference] | Board meeting, shareholder meeting (RUPS), AGM or internal team meeting, with any reference number |
| [Date, Time and Venue] | Meeting date, start and end times with reference time zone, and physical or virtual location |
| [Attendees and Apologies] | Names and roles of those present, absent members and proxy holders |
| [Quorum] | Confirmed or not confirmed, per the articles of association |
| [Call to Order] | Chairperson's name and time the meeting opened |
| [Agenda Item 1] | Discussion summary and key points, in agenda order |
| [Agenda Item 2] | Discussion summary and key points |
| [Resolutions] | Exact wording of each resolution, moved by, seconded by, carried or defeated |
| [Action Items] | Task, owner and deadline for every action arising |
| [Next Meeting] | Date, time and expected attendees |
| [Prepared and Approved By] | Minute-taker's name, chairperson's approval, signatures and date |
What Is the Difference Between Routine Notes and Formal Minutes?
Routine meeting notes are informal working documents for the team, while formal board and shareholder minutes are statutory records that may need corporate-secretarial handling.
Routine internal notes have no prescribed form. They can be written in English, kept in any format and circulated informally. Their only job is to help the team remember what was discussed and what must be done next.
Formal minutes are different in kind. Under Law No. 40 of 2007, non-notarial RUPS minutes must be signed by the chairperson and at least one shareholder appointed by and from the participants; for electronic RUPS, all participants must approve and sign the minutes. The law does not impose a general Indonesian-language requirement, although the articles of association may set further procedures. Minutes of board of directors and board of commissioners meetings are likewise kept as corporate records under the administration overseen by the Directorate General of General Legal Administration (AHU).
Timing obligations also attach to the formal minutes. An annual general meeting must ratify the annual report within six months of the financial year-end. Separately, the annual corporate income tax return must be filed with the Directorate General of Taxes (DJP) within four months of the financial year-end. The minutes record approval of the accounts, but the tax filing itself must be evidenced by the return submission, so the underlying financial documents matter too — see our guide on How Do You Prepare an Income Statement for an Indonesian Business?
Because the language, signature and filing rules are strict, many companies route formal minutes through an Indonesia Company Secretary Service Provider. Delegating the work keeps statutory minutes consistent while the internal team handles routine notes in-house.
Conclusion
A disciplined procedure for writing minutes turns discussion into decisions, owners and deadlines that survive long after the meeting ends. The recorder's skill contributes to the group whether a rotating member or a designated recordkeeper handles the task.
The distinction between routine and formal records is the key compliance point. Internal notes can be flexible. Formal RUPS, board and commissioner minutes must be retained and follow applicable signature and corporate-record requirements. They support the annual approval and filing calendar that companies in Indonesia must meet.
We help clients prepare, review and file compliant board and shareholder minutes as part of our corporate secretarial, accounting, tax and advisory services. We are a technology-enabled Corporate Services Provider backed by the 3E Accounting International Network. Coverage such as International Accounting Bulletin: 3E Accounting Goes Global reflects that reach.
Need Help Preparing Compliant Meeting Minutes?
Our corporate secretarial team drafts, reviews and files board and shareholder minutes so your Indonesia company stays on the right side of the law.
Frequently Asked Questions
Any designated member of the group can take minutes, provided they can still participate in the discussion. For formal board and shareholder meetings, the company secretary typically prepares the record and the chairperson approves it.
Prepare before the meeting, record attendance and opening formalities, summarize each agenda item, capture motions and resolutions, assign action owners, note the next meeting, then review, approve and distribute the final record.
The Company Law does not impose a general Indonesian-language rule for RUPS minutes. It requires RUPS minutes signed by the chairperson and at least one appointed shareholder, unless the minutes are made as a notarial deed. The articles of association may impose further procedures.
Routine notes are informal working records for the team. Formal minutes of RUPS, board and commissioner meetings are corporate records that must be retained and follow applicable signature and procedural requirements. They may need corporate-secretarial handling.
Proofread and circulate a draft within a few business days while memories are fresh, then have it approved by the chairperson, either by circulation or at the next meeting. Statutory minutes should be retained under the company's corporate-record requirements, while separate compliance filings must meet their own deadlines.
Abigail Yu
Director
Abigail Yu oversees executive leadership at 3E Accounting Group, leading operations, IT solutions, public relations, and digital marketing to drive business success. She holds an honors degree in Communication and New Media from the National University of Singapore and is highly skilled in crisis management, financial communication, and corporate communications.
