Minutes: Taking and Preparing
Minutes are the authoritative record of the proceedings in a regular business meeting of a society. Minutes reflect what was done at the meeting and not what was said. Opinions, favorable or otherwise, should not be recorded.
An efficient secretary is essential to the smooth running of every meeting. This officer serves as an impartial servant of the entire membership of the organization. Therefore, it is most important that necessary requisites are met before an election takes place.
REQUISITES OF A SECRETARY
A good secretary should possess the following attributes: a clear and audible speaking voice, good listening habits, be consistently prompt and reliable. Secretaries are of most assistance to the president when they know the organization's bylaws, rules of order, special and standing rules and parliamentary authority. It is also essential that the secretary have the ability to phrase important issues concisely and can type or write them clearly.
DUTIES OF A SECRETARY
The responsibilities of a secretary include:
- Prepare adequately for the meeting.
- Keep minutes of all regular and executive Board meetings.
- Bring to each meeting a copy of all official rules such as by-laws, rules of order, special or standing rules, and adopted parliamentary authority.
- Keep a policy sheet in front of the minutes book for recording every motion of continuing action. (Standing rule.)
- Provide the presiding officer with an agenda of the order of business.
- Keep an up-to-date listing of all members.
- Send notices of meetings to the members.
- Call the roll of membership on request.
PURPOSE OF THE MINUTES
- Provide the organization a legal record of meetings where actions of the organization are jurisdictionally questioned, such as relating to administration of justice in a court of law or under Internal Revenue Code 501(c)(3).
- Provide a review of the actions taken at a previous meeting for the members who were present at the meeting.
- Inform absent members of business conducted and assignments made at that meeting.
- Provide the organization with records of attendance, work of officers, platforms, history, purchases and other information.
The final form of minutes should be typewritten on at least 8½" x 11" paper with ample margins for marginal captions and to allow for corrections and binding. The pages should be numbered and dated to aid in locating actions. Marginal captions identify each item in the minutes, such as PRESENT, ABSENT, MINUTES APPROVED, TREASURER'S REPORT, REPORT OF...
CONTENTS OF MINUTES
- Type of meeting: Regular, Special, Adjourned or Board.
- Name of organization.
- Date, time and place of meeting.
- Note presence or absence of a quorum.
- Name of presiding officer and secretary or the absence thereof; name(s) of pro tem officers.
- State whether minutes of previous meeting were dispensed with, approved, or corrected and approved.
- State all main motions or motions to bring a question again before the assembly. Motions that are withdrawn are not included. The final disposition or action on the motions, adopted, referred, postponed, or rejected.
- All points of order, appeals whether sustained or lost, together with the reasons given by the chair.
- A record of the financial statement.
- Hour of adjournment.
- The minutes should be signed personally in script by the secretary responsible for the preparation and, if the organization requires, the presiding officer.
- The words “Respectfully submitted” are not commonly used.
HOW TO WRITE MINUTES
The minutes are the official legal records of the actions taken during the meeting of an organization, committee, or board, at which a quorum was present and business transacted. Certain rules are generally followed. When taking minutes, use the past tense and complete sentences. Minutes should contain only enough information to aid in future reference. A general rule of thumb for minutes is two pages for each hour of meeting time.
According to Robert's Rules of Order, Newly Revised minutes should cover only action taken on any matter. However, it is wise to include brief summaries of reports presented and important discussions that occur. Important discussions which do not result in actions, such as concern over the disposition of keys to the post office box, can be highlighted in a single sentence: “The vice-president identified post office box key holders as Randy Blake, corresponding secretary; Martha Grant, treasurer; and Hilda Berring, president.” Reports may be handled in a single sentence: “A report given by John Jones, Chairman of the Library Committee, presented findings and committee recommendations concerning the proposed placement of books and reference materials in the local library.” The written report is then attached to the minutes.
When action results from discussion or reports, it is reported thus: *** “A MOTION was made by Mr. Jones that net proceeds from the annual used book sale be used to buy reference materials for the library's genealogical collection. All reference materials must have prior approval of the library's collection development coordinator. Motion seconded and carried.” The asterisks and underlining are suggested for easy future referral. To recap: the recording of motions must include the name of person making the motion, the exact order and wording of the motion, the name of person seconding the motion. (The actual minutes state the fact that it was seconded, but not the Genealogy Fair - J. Jones at St. Mary's at 9:00 a.m. 28 March 2001 J. Jones, Chair Close Debate Notation: “Motion Carried” or “Motion Lost” name of the seconder) and the result of the vote.
Although many secretaries take notes in paragraph form, an option is to use the diagram form. The discussion of a meeting may be diagramed. This makes it possible for the secretary to reconstruct the flow of the discussion, when writing a brief summary in the final minutes:
Reference: Jones, O. Garfield, Parliamentary Procedure At A Glance, New Edition, Penguin Books, 1990.
RECORDING THE VOTE
The minutes should reflect the method and results of voting. There are three common methods of voting on motions—by voice, by rising, by show of hands. The secretary records the results of each vote. A fourth method of voting is by ballot. This is a secret vote. The number of votes on each side are entered in the minutes. When tellers collect and count the ballots, the total number of votes cast and the number cast on each side are entered as given in the teller's report. Finally, roll call vote is one taken by “yeas” and “nays”. The secretary calls the names of the members, and as each one answers, the secretary records it in the minutes.
READING AND APPROVAL OF MINUTES
Generally, societies would observe the following procedure for the reading and approval of minutes from the previous meeting:
- Prior minutes should be in final form when read for approval. Papers attached to the minutes need not be recopied into the record. Reference to them in the minutes is sufficient.
- The minutes are usually read and approved at the beginning of the meeting, immediately after the call to order and any ceremonies.
- Minutes of an adjourned meeting are approved at the next adjourned or regular meeting whichever is held first.
- Minutes of a special meeting are approved at the next regular meeting.
- The reading of the minutes can be dispensed with by a majority vote without debate. However, these minutes must be read and approved at the next scheduled meeting.
- Correction and approval of minutes is usually done by unanimous, or general consent. If the minutes are approved, the secretary should write the word “Approved,” initial and date them. If the minutes are corrected, corrections are entered in the margin of the minute page, dated and initialed by the secretary.
- Minutes can be corrected at any date, even years later, if it can be definitely established that an error exists. The proper motion would be to “Amend Something Previously Adopted.” A two-thirds vote is required for this motion.
- Organizations which hold annual meetings or conventions, or which draw a very large attendance at every meeting, should consider alternatives to assembly-approved minutes. The organization may (1) appoint a committee that is authorized to approve the minutes of the previous meeting or (2) authorize the executive board to do so. In multi-day sessions, such as a convention,
the minutes of meetings held the preceding day are read and approved at the beginning of each day’s business, unless one of the above alternatives is in place. Long or complicated minutes may have headings and sub-headings or even an index.
DID YOU KNOW?
Obscure rules and practices about minutes or the secretary include:
- A secretary has the same rights and privileges as any member to vote, debate and make motions.
- Any member may examine the minutes of the general membership meetings.
- Minutes of the Board meetings are accessible only to Board members.
- When reports are received from committees, the secretary should record on the report the date received and any action taken. Keep these with the secretarial records.
- A committee report of great importance can be ordered by the assembly to be entered verbatim in the minutes.
- The secretary presides at a meeting until the assembly elects a chairman pro tem.
- The secretary reads all papers that may be called for by the assembly.
- The secretary carries on all official correspondence for the organization unless this duty is assigned to a corresponding secretary.
- The secretary preserves all documents of the organization except those specifically assigned to others.
Proper and complete minutes of a society's meetings are a reflection of overall administration. As your minutes flounder, so will your organization. If they are straightforward and to thepoint, the organization will flourish!