The minutes of board meetings are an important record of important information and governance processes. When well prepared and endorsed, they provide the basis for post-decision evaluations and help boards to hold themselves accountable to their agreed-upon decision-making procedures. They can also assist in preventing the board from taking shortcuts in the future, which could be harmful to the company’s stakeholders.
Minutes are typically prepared by the presiding board or someone from the staff of an organisation. It could be a scribe who has expertise in the process of writing board minutes or a professional secretary who knows what can be included in the minutes. Regardless of who prepares the draft minutes, it’s essential to establish clear expectations on what you expect from them, so they can produce standout notes that will make the meetings of the board credible.
The first thing needed is a statement of the time, date and location of the board meeting, because this is crucial to ensure the accuracy of the minutes. The next step is an inventory of the officers in charge directors, non-voting attendees and presiding officers. It is important to note whether any of the attendees attended via phone or online.
The portion of the minutes should be divided into two sections which are substantive and administrative. Administrative business comprises things like agenda approvals, a recap of previous minutes or the use of consent agendas (which reduces debate by acknowledging repeated items with one motion). Substantive business tends to be more content-driven like updates from committees, briefings on risk management, and the decision about new initiatives in service.