Good Governance Guides

Good Governance Guide: No 4.2

Category: Compliance
Subject: Document Retention Policy
Source: Chartered Secretaries Canada

Every organization should strive to establish a reasonable document retention policy. The intentional destruction of documents at critical periods can result in the considerable risk of regulatory, civil and criminal liability. Any policy should seek to preserve and protect hard and soft copy documents, including e-mails, in accordance with legal or statutory requirements.

By way of example, some documents that require special consideration in a legal and business sense include the following:

• Letters of Intent;
• Memorandum of Understanding;
• Agreements;
• Contracts;
• Ownership structures;
• Litigation;
• Treasury and Accounting documentation;
• Audit material;
• Annual General Meeting materials;
• Board, Executive, Audit and Governance Committee Minutes;
• By-Laws;
• Shareholdings register; and
• Articles of Incorporation or Association Constitution.

Any policy should seek to establish guidelines for the handling, custody, and distribution of such documents in initial stage of development, during their lifetime, after they have served a useful purpose and, finally, at their time of disposal.

Lastly, a reminder that PIPEDA (Personal Information Protection and Electronic Documents Act) addresses personal privacy and confirms that organizations should only retain personal information that they have collected for as long as it is necessary to keep such information.