Templates are a helpful tool for boardroom meeting minute-taking. A template saves the hassle of entering a meeting as it starts and trying to jot down all of the basic information before anyone speaks. There’s no exact standard format for taking minutes, and there’s a good reason for that. Every organization has a different purpose, mission and needs. The minutes are a reflection of the organization’s culture and should reflect its mission and needs.
From a legal perspective, minutes are considered legal documents by auditors, the courts and the IRS. It’s important for minute-takers, performing a duty that’s usually filled by the board secretary, to record minutes from the perspective of how a court would read and perceive them. This is important because courts read the minutes in order to understand what board members decided, but also what their reasoning was for taking certain actions at the time in question. The board secretary needs to provide enough information to show a court of law how board members legitimately came to reasonable decisions, without recording their discussion word-for-word.
If a party makes legal allegations against a nonprofit organization or a board member, the court will also look at what is absent in the minutes. A board director will have a hard time proving that they did or didn’t do or say something if it’s not in the minutes. Essentially, if it’s not in the minutes, it never happened.
There’s a fine balance in minute-taking of recording actions and decisions along with the board’s rationale, and not telling too much or too little.
See the following sample of nonprofit board meeting minutes for an example of what completed minutes might look like:
Sample Nonprofit Board Meeting Minutes
Hope Memories Board of Directors
Board Meeting Minutes for April 16, 2018
Board members in attendance and constituting a quorum were:
Henry Garner, Executive Director
Board members absent: Barbara Costner
Guests: George Welner, PNC Bank
Call to Order:
The meeting was called to order at 5:15 pm by President Nelson.
Prior Meeting Minutes Approval:
Director Miller moved to approve the minutes of the March 19, 2018, meeting, Director Forster seconded. All approved, none opposed. Motion carried.
Secretary Amato gave a short presentation for Board Development on the differences in the roles of board members and the Executive Director.
Guest Speaker Presentation:
George Welner provided an update on the board’s investment portfolio and answered questions from the board.
Executive Director Summary:
Executive Director Garner expounded on his written director summary. Director Forster moved to accept the Executive Director summary, Director Miller seconded the motion. All approved, none opposed. Motion carried.
The board reviewed the Income/Expense report. Director Forster moved to accept the report, Director Miller seconded the motion. All approved, none opposed. Motion carried.
Nominating and Governance Committee:
Director Amato agreed to schedule meetings for the Governance Committee on a quarterly basis.
Under Unfinished Business, the board discussed a couple of potential fundraising ideas. The Fundraising Committee will meet and discuss.
Miscellaneous New Business Item:
Under New Business, the board accepted the resignation of June Gorman and wished her well in her future endeavors.
Next meeting: May 21, 2018, at 5:00 pm and elections to be held at that time. No June Meeting to be scheduled.
Director Forster moved to adjourn the meeting, Director Wilson seconded the motion. All approved.
Time adjourned 6:25 pm
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Technology Streamlines Minute-Taking for Nonprofit Boards
It’s easy enough for nonprofit boards to use a manual template for taking minutes. Are you aware that there’s a process that’s even easier?
Consider getting a little help from technology. Diligent Corporation offers a software solution called Diligent Minutes that significantly reduces the time that it takes to write, record and approve meeting minutes.
Diligent Minutes uses a template similar to a manual template. The program pre-populates much of the standard information, and it does much more.
If you think about it, much of the information for the minutes hasn’t changed since the last meeting. The name of your organization and your logo haven’t changed. The location and time of the meeting probably haven’t changed. Unless you’ve had a recent election, the board member names remain unchanged.
An electronic template looks much like your manual template. The program pre-populates the information that hasn’t changed and lets you fill in or change the information that has changed, such as the meeting date.
The major headings serve as placeholders, so if a member is absent, simply delete their name from the list of attendees, and type their name into the list of absentees or use the copy-and-paste functions on your computer.
If we follow the meeting minutes’ sample above for the fictitious board, Hope Memories, we can easily see that once the details of the meeting are recorded, the rest of the meeting falls into easily identifiable sections — Call to Order, Prior Meeting Minutes Approval, etc.
Diligent Minutes lets minute-takers set up each section for the rest of the meeting, including typing in the proper headings. The program uses drag-and-drop technology to reorder the sections by moving them around. When you get to the proper section, just type in the minutes.
Assigning and Tracking Action Items
Have you ever prepared for a board meeting at the last minute and realized that you forgot to follow up on action items from the prior meeting? With the Diligent Minutes program, manually tracking follow-ups will become an issue of the past.
When an action item comes up during the meeting, the minute-taker can click on the Action tab at the top of the page and type the action right into the appropriate section of the minutes. Secretaries can also set up the program to send out automatic reminders until the action is completed.
Typing Final Copies of the Minutes
Once your minutes are completed, simply export them into Microsoft Word. Your draft of the minutes will be complete and perfectly and professionally formatted. Simply proofread the minutes and make any necessary changes, and in seconds, your minutes will be ready for board approval.
As you can see, Diligent Minutes is a huge time-saver in taking minutes, tracking action items and writing up the final draft of the minutes. It’s easy to use and frees up valuable time for the important issues on which boards need to focus.
Some organization's will require even more detailed tools and analytics to pull together insights that help their boards perform better. Board portal software makes it easy for board members to review meeting minutes, collaborate efficiently and communicate securely.