Signing the condominium meeting minutes: who signs and what it means

Signing the condominium meeting minutes is one of the steps that close a meeting and give the document its evidential value. Many wrong beliefs surround this topic: some think that without a signature the resolution is void, others believe that every owner present must sign. The reality, clarified by case law, is more nuanced. Let us see who signs the minutes, what effect the signature produces and what happens when the signature is missing.

Who signs the meeting minutes

As a rule the meeting minutes are signed by the chair and the secretary, the two figures appointed at the opening of the meeting. The chair ensures the orderly conduct of the proceedings and the check of attendance and quorums, while the secretary actually drafts the minutes. The signature of every owner present is not required: demanding it has no legal basis and only risks slowing down the closing of the proceedings.

The value of the signature

The signature by the chair and the secretary has a precise effect: it gives the minutes the value of a private deed as to the origin of the statements from the signatories. In other words, the signature certifies that the content of the minutes can be attributed to those who signed it and strengthens its evidential value in case of dispute. This is why, even though it is not a legal obligation, the signature is a settled and prudent practice.

Is signing the minutes mandatory?

The Italian Civil Code does not lay down an express obligation for the chair and the secretary to sign the minutes. The law requires resolutions to be recorded in a dedicated register kept by the administrator, but it does not make the validity of a resolution conditional on the signing of the minutes. The signature therefore remains strongly advisable for the evidential value it confers, not because its absence in itself undoes what was decided at the meeting.

What happens if the chair does not sign

According to the Italian Court of Cassation, the failure of the chair to sign the minutes does not make the resolution voidable. The lack of a signature affects the evidential value of the document, but not the validity of the decisions taken, which remain effective if adopted with the required quorums and in compliance with the procedure. A chair's refusal to sign therefore does not block the effectiveness of the resolution.

How to protect yourself if a signature is missing

If the chair or the secretary refuse to sign, it is advisable to record the refusal and its reasons in the minutes, so as to reconstruct exactly what happened. The administrator transcribes the resolution in the register of minutes in any case and communicates it to those who were absent. Documenting the circumstance is the best defence against future disputes over the authenticity of the text.

The minimum content of the minutes

Beyond the signatures, effective minutes must contain some essential elements that guarantee their verifiability.

• Place, date and time of opening and closing of the meeting.
• Appointment of the chair and the secretary.
• List of those present, proxies and thousandths represented.
• Check of the regularity of the notice and of the quorums.
• Agenda, discussion, outcome of the votes and resolutions.

The most common mistakes in the minutes

The most frequent mistakes are the omission of the thousandths in favour, against and abstaining, which makes it hard to check quorums, the failure to record the dissent of owners who ask for it and late transcription in the register. Imprecise or incomplete minutes are more exposed to challenge, whether or not the signatures are present, because they make it hard to reconstruct how the meeting's will was formed.

The minutes and the deadline to challenge

Drafting and communicating the minutes are directly linked to the deadlines for challenging resolutions. Article 1137 of the Italian Civil Code sets a thirty-day deadline to challenge: for absent owners it runs from the communication of the minutes, for dissenting or abstaining owners present at the meeting it runs from the date of the resolution. This is why the correct drafting of the minutes and their prompt delivery to absent owners are delicate steps, because they start the clock on challengeability. Clear, complete minutes sent with proof of receipt protect the administrator and give all owners certainty about the deadline within which they can assert their rights.

Minutes and signatures with management software

Management software helps draft complete minutes from a template that includes the agenda, attendance, proxies and quorums, and stores the document in the digital register together with the communications to absent owners. Some solutions also allow electronic signature and automatic sending by certified email, reducing time and the margin for error at the closing stage.

AmministraPro generates the condominium meeting minutes from a guided template, with automatic quorum calculation, storage in the register of minutes and delivery to owners. You can see how it works on the features page or compare the plans in the pricing section.