Form with which the board of directors of a corporation records the contents of its first meeting.
Form with which the board of directors of a corporation records the contents of its first meeting.
The minutes should not be a verbatim transcript, any more than they should be a bare-bones outline. It is best to say that minutes should be an accurate and truthful summary of what occurred. The length of any specific item in the minutes should reflect the relative importance of that item to the meeting agenda.
Minutes should never be a verbatim documentation of every statement made during a board meeting. A document that purports to record every uttered word is a transcript, not “minutes.” Minutes should be concise and informative, but never voluminous.
Meeting minutes don't need to capture discussions word by word, but they should effectively summarize key items and decisions to provide a clear and concise record of the meeting. Know that it's perfectly acceptable to write “a discussion of the options ensued.” If you need clarification on anything, be sure to ask.
Robert's Rules (Section -16) state that “the minutes should contain mainly a record of what was done at the meeting, not what was said by the members.” Minutes are not transcripts of meetings; rather, the document contains a record of actions taken by the body, organized by the meeting's order of business (agenda).
What information do board meeting minutes contain? Meeting date, time and location. Type of meeting. Names and titles of attendees and guests. Any absent board directors. Quorum. Notes about directors who left early or re-entered the meeting. Board approvals, resolutions and acceptance of reports. Overview of discussions.
Record key points, not every word. As the minute-taker, it's essential to focus on capturing the most critical points discussed during the meeting rather than transcribing everything word for word. Be concise and use bullet points. Meeting minutes should be easy to read and understand quickly.
Keep a basic record of what went on during the meeting. For example: who gave a presentation, did a “discussion ensue,” were “questions asked and answered?” But avoid recording everything.
Minutes are not supposed to be verbatim and including too much detail may only provide ammunition that may be used against the board in a lawsuit. However, with too little detail the minutes may be useless and may leave an impression that the board did not adequately consider one or more matters.
The minutes are a factual record of business. Do not include: Opinions or judgments: Leave out statements like "a well done report" or "a heated discussion." Criticism or accolades: Criticism of members, good or bad, should not be included unless it takes the form of an official motion.