Minute Making Tips
Minutes should be recorded at every meeting of the board of directors and at
most committing meetings. They should reflect the actions taken at the meeting
and serve to protect the organization. These practical tips will help volunteers
and staff responsible for recording the minutes.
Preparing to Take Minutes
Minute taking is an important task. The person responsible must be alert. He
or she will benefit by reviewing previous minutes to identify the preferred
format and depth of detail.
- Determine before the meeting who will be responsible for writing the minutes;
be sure to arrive early.
- Have adequate paper and pen available and sit where conversation can be
- Circulate a sign-in sheet to identify all attendees at the meeting, including
guests and staff.
- Preferably, do not tape record minutes for liability reasons. If a volunteer
brings a recorder, let that be noted in the minutes and make a policy or request
that recordings be erased upon approval of the minutes at the next meeting.
The board may ask that the recorder not be used --- a prerogative of the chairman
or policy of the organization.
Recording at the Meeting
The minutes encapsulate meeting discussions and actions taken. What is recorded
in them is partly based on the best ways to protect the organization while recognizing
the preferences of the board or committee. An attorney will advise what should
be included and review them periodically.
- Record who is in the room (members, guests, staff, etc.) As more people
arrive, it should be noted either at the start of the minutes or throughout.
Include the location of the meeting, including facility name, city and the
- Record motions exactly as they are stated. If they are unclear, then they
should be clarified before the vote is taken. All motions must be recorded
in the minutes, no matter their outcomes.
- The name of the maker and seconder of the motion is not necessary to record.
- Record the outcome of every motion – whether or not it was passed,
amended, tabled, withdrawn or failed by a vote or for lack of a second. For
example, “A motion was made, seconded and passed unanimously”
or “A motion was made and withdrawn….”
- Lengthy discussions should not be recorded in detail. Minutes are for the
purpose of recording motions and actions, not conversations.
- Self-serving remarks that protect the organization should be included. For
example: “An antitrust avoidance statement was distributed to the board;”
or, “The board reviewed the financial statement in detail.”
- Record discussion points that benefit the organization. For example, indicate
that a volunteer offered to make a significant contribution --- items that
reflect positively on the organization and confirm a commitment --- even though
a motion was not made.
- Note recesses or breaks. Also the time of the final adjournment.
- If the date and location for the next meeting is set, be sure to include
- The name of the person recording the minutes should be identified at the
bottom of the last page.
- Typos and errors are not acceptable in minutes; mistakes should not be in
an official legal document kept permanently.
After the Meeting – Distribution, Retention
The sooner the meeting notes are transcribed into official minutes, the more
accurate they will be and the quicker they can be distributed.
- Before distribution, be sure the elected secretary has an opportunity to
review the draft. Include the word “draft” on each page of the
minutes in the footer or as a watermark so as not to be confused with the
final approved copy.
- The name of the elected secretary may be identified at the bottom of the
last page with a signature line included. The secretary may sign the minutes
and that original copy should remain on file at the office, permanently.
- Set a precedent of distributing minutes within 30 days of a meeting; sooner
for more frequently held meetings. Distribute by U.S. mail, posting on a password-protected
website or by e-mailing as a digital attachment. Save as a PDF file rather
than a word processing file so that changes cannot be made to the original.
The sooner they are distributed the more likely volunteers they will be use
them to review for commitments and responsibilities.
- Minutes are normally distributed to the entire board or committee, whether
or not persons missed the meeting. Strategically distribute to involved staff
members that need to read or have input.
- Retain original in a minute book or secure file folder, include a copy for
the reading file. Do not lose the original!
- Attachments are not recommended. If the chairman of the board wants ancillary
information distributed, do so separately from the minutes (do not attach)
so additional information is not added to the legal document.
- Number the pages and use a footer or header to identify the organization’s
name and meeting date on every page.
- Consider preparing an executive-summary of the minutes but keep it separate
from the official minutes. The executive summary may include delegated work,
deadlines and commitments.
- Upon approval of the minutes, discard any taped recordings as well as the
note taking sheets used to create the minutes.
- Add a reference note on bottom of the last page indicating to whom the minutes
are being distributed to and the date of distribution: i.e. “Distribution
on 8/14/04 to Board of Directors, Attorney, Lobbyist, Staff, Files, Newsletter
These are tips to make minute taking understood. Every organization will develop
best practices and preferences as to how minutes are taken. Seek the counsel
of an attorney regarding minutes.
Bob Harris, CAE, teaches organizational efficiency, leadership training, and
conducts strategic planning for nonprofit organizations. He can be contacted
at 850/570-6000 or firstname.lastname@example.org. His website
1 Closed-door or executive
meetings are not exempt from the need to have a set of minutes to record the
actions and protect the organization.
2 Policy statement: It is the policy of the organization that no
person may audio or video tape the meetings of the board without consent of
the chairman, other than authorized staff members. Any audio or video tape will
be destroyed (erased) upon approval of the meeting minutes.