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Board meeting minutes

The most important board meeting document


What are board meeting minutes? 

Board meeting minutes are not a transcript, they are legal records

Board meeting minutes are the records in which the Tasks, Decisions, and other important takeaways from board meetings are logged. The purpose of these minutes is to show that the board meeting followed the official procedures, complied with the law, and obeyed the organization’s own bylaws. 

Board meeting minutes contain the topics that were addressed in the meeting, it is not a transcription of everything that was said during the board meeting. The minutes only contain the important takeaways like the Tasks that were assigned, and to whom, and the Decisions that were made.

Board meeting minutes are legal records

Board meeting minutes serve, after approval, as a legal document. It is, therefore, a very important document that should be approved in the following board meeting. After approval, you safely archive the board meeting minutes. In case of a lawsuit, minutes can be subpoenaed and board members could be held liable for whatever the lawsuit is about. If the minutes are incomplete, or if the votes are recorded incorrectly, this could potentially lead to disastrous effects.

Who takes board meeting minutes?

The notetaker is assigned before the board meeting starts and is ideally the same person for every board meeting. It is common that the secretary or management assistant, who fulfills the role of organizer, also acts as the notetaker. After all, it is part of the practical matters concerning the meeting.

How to take minutes in a board meeting

The most important part of taking minutes is that the notetaker should take minutes objectively. This means the notetaker cannot participate in the discussion and only includes facts of the board meeting in the minutes. The minutes should be an unbiased report of the board meeting.

During board meetings, it is common to make lists of tasks and decisions separately. The Task list is the to-do list for after the meeting. You also include names, so everyone knows what they should do. On the Decisions list, you keep track of the decisions that are made during that meeting.

After a board meeting, the minutes should be shared with all attendees as soon as possible after the board meeting. The board meeting minutes have to be officially approved in the next board meeting. 

How to prepare minutes for a board meeting

It is common to use the board meeting agenda as a board meeting minutes template: since all topics are listed on the agenda, it is the ideal starting point. One cannot miss any topic, Task, or Decision.

What should (not) be included in the meeting minutes?

Use the board meeting agenda as a starting point for the minutes

Keep the minutes of your board meetings concise, clear, and neutral. The minutes include key details of the topics that are discussed during the meeting and both the Task and Decision list.

Board meeting minutes must include:

  • Type of board meeting (regular, special, annual).
  • The date, time, and location of the board meeting.
  • A list of attendees (including nonvoting participants) with names, titles, and reasons for attending. Also, name absent board members.
  • State whether or not a quorum is present.
  • The exact time the board meeting started and how late it was adjourned.
  • Corrections and amendments to previous meeting minutes.
  • Additions to the board meeting agenda.
  • The results of the voting - results in a Decision list.
  • Actions that are taken or agreed to be taken - results in a Task list.
  • References to meeting documents.
  • Next steps.
  • New business.
  • Open points of discussion.
  • Date and time for the next board meeting.

Not to include in board meeting minutes:

Do not include quotes: there is no context on paper. When you are in doubt whether or not to include something, consult with the chairman of the meeting. 

You also do not include members’ opinions and off-the-record conversations. 

You do not record individual votes, you only write down the total number of votes in favor and votes against. You can make exceptions for votes that can have financial effects so that, in case of a lawsuit, individual board members can be held accountable.

In conclusion: you keep the board meeting minutes as impersonal as possible.


Board meeting minutes template 

Take clear and concise minutes

Just like there are templates for the board meeting agenda, there are board meeting templates for minutes as well. Oftentimes, the board meeting agenda serves as a starting point. That way, you have all board meeting topics directly listed in the right order.

Use this board meeting minutes template to take clear and concise minutes that can serve as legal documents after approval.

Download template

Board meeting software for minute taking

Provides professional board meeting minutes

If you work with meeting software, taking minutes is even easier. With user-friendly (!) software, you convert your board meeting agenda into your meeting minutes template in just a few clicks. You can do this within the meeting software, so without having to copy and paste information from different places and documents. This way, all relevant information from your agenda is also in the right place in your minutes. This allows you to work faster, and make fewer mistakes. It also prevents having to switch from one program to another. Certain programs support generating simple Task and Decision lists. This easy way of working within one program saves time before, during, and after the board meeting.

When choosing board meeting software, pay attention to the security standards of the platform. Ideally, the software is ISAE 3402 compliant.

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