Why Minutes Are Worth Doing Well
The first time I was chair of a nonprofit board, I realized how important the role of the secretary was, as well as the value of good minutes. As board chair, it was necessary – crucial – to be in the moment, fully engaged with what was happening during the board meeting. The minutes were essential to being able to do that and know what had transpired. Because that board, that year, had the good fortune of having a smart and highly capable secretary who took the job seriously, the minutes were thorough and balanced. Reading them after a meeting allowed me re-live the board meeting and reflect on it. I was able to keep track of actions taken and follow-up work I needed to do or prompt others to do. The minutes pointed out the essential activities of the organization and what the board was doing. The information I gleaned from each month’s minutes became my to-do list and work plan. The minutes focused me by highlighting the things that may have escaped me as I stayed attuned to being in the moment at the meeting.
As part of my work with nonprofits, I often read nonprofit board meeting minutes. They can be very helpful when learning about the issues facing a client and provide insights into how the organization functions and the issues it faces. Minutes are a window into group dynamics, high functioning or dysfunctional committees (and boards), and whether goals are being set and achieved.
Too Small
There are some meeting minutes that reflect nothing beyond noting that “a discussion took place,” who made a motion and seconded it, and the resulting vote, yea or nay. Some organizations adopt this thin format as a way of making the job of secretary more appetizing by lessening the workload.
Succinct minutes are fine. The potential downside, though, is that when so little is recorded there is no context for decisions the board makes. Because minutes are an organizational record, they are part of its history. They can be a worthwhile resource when orienting and onboarding new directors and new nonprofit executives.
Too Big
Conversely, some minutes read like the transcript of a legal proceeding. These make me nervous. For instance, if a reader were to skim them, she/he might come away with a skewed version of what happened. These highly detailed minutes are often long, which makes it less likely that directors will read them thoroughly. Thus, directors may not pick up on errors or misrepresentations that appear before voting to approve them. Further, the degree of detail may cause some directors to hold back on their comments or participation in board discussions because they worry that everything they say is being memorialized. Just as being too limited in what is recorded can be a problem, so, too, can recording too much be harmful.
Just Right!
What is the happy medium? What is appropriate to maintain a balance between too much information and too little?
In my experience, the middle ground is a set of meeting minutes that:
- Indicates who was present and who was absent;
- Notes whether or not there was a quorum;
- Summarizes the discussion so the resulting action/vote/outcome has context but doesn’t necessarily identify by name who said what;
- Records who makes and seconds a motion because these details are relevant to the way an organization conducts its business;
- Conveys what is going on in the organization so that leadership can maintain a historical record; and
- Outlines actions taken and/or next steps and responsible parties so that leadership can ably manage follow-through and follow-up, thereby actively leading and doing the work that ensures a thriving organization.
Tips for Creating Better Minutes
To maintain consistency from one secretary to another, and streamline the task, some boards adopt a template that the secretary uses to take minutes. Using the agenda as a template is a good approach for organizing minutes. Another streamlining tip is to attach reports to the minutes. Instead of needing to write up a detailed recap of a committee chair or staff member’s presentation, attaching the report or PowerPoint to the minutes is a way to include the information and put it on the record. Additional, pertinent information shared in the meeting, or key comments during subsequent discussion, would be what goes in the minutes.
Executives and board members: In your free time (Ha!), take a few moments to read through some of the board meeting minutes from your organization. Are these documents clear? Are they aptly detailed? Think Goldilocks: Not too detailed, not too vague, but just right. As an executive director, board chair, or board member, what do you want to know and track from board meeting to board meeting? Are you finding this information in the minutes?
Finally, remember that your board’s secretary may be new to the job. Provide samples of past minutes created by a memorable, attentive, and attuned secretary as a model for what your board strives for in terms of maintaining this essential record.
Secretary of the board is a meaningful role. Make sure your secretary’s contributions are as impactful as they can be, by following these guidelines for effective minutes.