How to Organize Board Meeting Minutes After the Meeting

Nicholas J Price
When the board meeting is over, the minute-taker can give a sigh of relief. While much of the work in taking minutes is already completed, minute-takers still need to take a few more steps to organize the minutes, get final approvals, and store minutes in a safe, approved place.

Board meeting minutes are a legal and official record of the board's actions and decisions. It's important that minutes are complete and accurate. In addition to standing as a record of the board's work, minutes can also affect the reputation of board members, either positively or negatively.

State laws vary on how long boards must keep records of their board minutes. Usually, boards must keep their minutes between five and 10 years.

Following the Order of the Agenda When Writing Final Versions of Minutes

The idea behind having a formal agenda is that it gives the board chair an order of items with the proper priorities. When meetings go smoothly, the board will follow the agenda in order. For various reasons, the board may address an agenda item and move on to another agenda item, and then realize that the board needs to revisit a previous agenda item.

This is just one of the things that makes taking minutes and writing them up a bit confusing. If this happens, it's appropriate to take notes under the appropriate section or take them sequentially. When writing the final copy of the minutes, the notes should appear in the proper sections.

Diligent Corporation designed their minute-taking software program, Diligent Minutes, to address this dilemma. The program allows minute-takers to move quickly to the proper section of the agenda in seconds. To make things even easier, minute-takers can even drag-and-drop entire sections for ease of taking minutes during the meeting.

Preparing the Final Draft of the Board Meeting Minutes

While the end of the meeting provides a small sense of relief for the minute-taker, it's helpful to review the minutes as quickly as possible after the meeting ends. A quick read-over may reveal that the minute-taker needs to add a few more details to provide a record that is true, impartial and balanced. Taking a fresh look at the minutes with a clear head shortly after the meeting ends will be a great help when writing the final version of the minutes.

Write the first draft of the meeting minutes in a clear and concise manner. Check the wording to make sure that the board's actions are clear and that the minutes state their actions and decisions in the proper context. Write up the minutes so that an unrelated third party can clearly follow and understand the board's intentions.

Following Up With Action Items

Another huge time-saver with Diligent Minutes is that the minute-taker can assign action items to members of the board and set up automatic electronic reminders until the assigned board member completes the action. Automatic tracking is convenient and efficient.

Requesting the Board Chair to Check Minutes for Accuracy and Proofing

Next to the minute-taker, the board chair is the person who is best acquainted with the board agenda and how the agenda items should be reflected accurately in the meeting minutes.

Once the minute-taker completes the first draft of the minutes, the minutes should route to the board chair for the purpose of reviewing the details and performing the initial proofing for grammar and spelling.

After the initial proofing, the minute-taker should route the draft of the minutes to the rest of the board for their review and comments. It's best if this process happens quickly. Board members like to have the draft copy of the meeting minutes in their hands within three or four days of the meeting. This gives them plenty of time to read over the draft of the minutes thoroughly before giving their approval.

Using the Board Portal to Approve Meeting Minutes

Approving meeting minutes manually requires waiting until the board holds the next board meeting where they can meet in person to vote and approve the minutes. Alternatively, boards can use a board portal to approve and finalize meeting minutes accurately and efficiently before the next board meeting begins.

Diligent Minutes affords minute-takers the ability to send the final draft of board meeting minutes to all members of the board for formal approval by exporting them into the Diligent Boards portal. In the portal, the board members can vote to approve the minutes and even get electronic signatures from the board chair, board president, secretary and all board members, if required. Using the board portal cuts down on the time for approving minutes from months to days.

Archiving Meeting Minutes in the Board Portal

Once the appropriate parties have approved and signed the meeting minutes, the minute-taker is responsible for storing them safely. Diligent uses cloud-based technology to file and store important documents like meeting minutes on their private, secure servers.

Board members can easily retrieve past records of board meeting minutes quickly and easily just by choosing the correct electronic file. The portal eliminates the need to dig through dozens of files if they need board minutes for a legal issue or any other important matter.

Final Tips for Taking Board Meeting Minutes

Here are some final tips for making minute-taking easier. Most minute-takers find it helpful to sit next to the board chair, if possible. Close proximity makes it easier to hear things and to view the board chair's notes, if necessary. Sitting close to the board chair also makes it less obtrusive if the minute-taker needs to interrupt the meeting to ask for clarification on the wording of a motion or some other agenda item.

Minute-takers should take note of any important accomplishments, as well as the board's concerns.

The minute-taker is usually a board member. As such, the minute-taker participates in meetings and votes, just as every other member of the board. In the interest of accuracy, minute-takers should be sure to have correct spellings, correct email addresses, and other contact information such as mailing addresses and telephone numbers.

Most legal experts recommend that minute-takers not be overly wordy when taking minutes. Adding too much in the way of details makes it easy for judges and attorneys to misconstrue the board's actions and excessive wordiness may distort the board's true intentions.

During the approval practice, take note of any requests to make changes. Be wary of board members who ask for changes to material facts.

Boards that don't use a board portal should be certain to store their meeting minutes and other board documents in a safe, secure place.
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Nicholas J. Price
Nicholas J. Price is a former Manager at Diligent. He has worked extensively in the governance space, particularly on the key governance technologies that can support leadership with the visibility, data and operating capabilities for more effective decision-making.