Have you got a minute?

As the 2005 leaders begin to assume official duties with our local associations, it is probably a good time for a refresher course on crafting board minutes.

The purpose of taking minutes is to protect the association and the meeting’s participants. As a matter of corporate law, minutes supersede any statements made at the meeting because they serve as evidence of a board’s action.

Preparing good meeting minutes takes a bit of practice.

When taking minutes, capture the salient points in a discussion and condense those points into concise, yet complete, conclusions and accompanying action items. Record motions and resolutions verbatim. When a deadline is set, or when reaching important agreements, make sure to record them. This will serve as a reminder when minutes are read later on.

As for recording meetings, MAR legal counsel Greg McClelland strongly recommends against taping meetings. If you decide to use tapes as reference to prepare minutes, the tapes should be destroyed or erased as soon as the minutes are approved, along with drafts of minutes and other meeting notes taken by the secretary.

The need to tape diminishes significantly when the minutes are primarily focused on recording actions taken by the board. Distribute the minutes to the board, or committee, within a reasonable time after the meeting and safeguard approved copies in the permanent files of your association.

Here are some other rules to follow:

• Never assume that only board members and key staff will see minutes.
• Never assume they won’t reach individuals with different motives than your own.
• Leave out specific comments leading up to the passage of a resolution, unless those comments are critical to understanding the resolution.
• Committee and board reports should not become part of the official board minutes.

A committee report not included on the consent agenda could be handled as follows:

“President White announced that the forms committee had provided a summary of its findings along with any proposed resolutions to the board.”

The board then considers the resolution(s) and records actions appropriately.

It is part of the responsibility of an executive officer to educate board members about the proper function of minutes and its content. Take a moment during your board orientation to discuss proper procedures so that each board member understands the value of minutes that are short and to the point.

If you have any questions, please contact Brad Ward at bward@mirealtors.com or 517.334.5547.