Meeting minutes: 15 do’s and don’ts to include

When learning how to take meeting minutes, corporate secretaries and other minute-takers focus heavily on what the meetings should include. However, knowing what should not be included in meeting minutes is equally important – so here’s a comprehensive list of the dos and don’ts for making a record of the decisions, discussions, and protocols followed in a meeting.

Meeting minutes should be a reference if the board, committees, or other entities must reflect on the discussions and actions during a meeting. Including the wrong information can make it challenging to determine what directors discussed, what they decided or even whether they complied with relevant regulations. To help you avoid messy meeting minutes, this article will explain:

• The consequences of inaccurate meeting minutes
• What to include in meeting minutes
• What not to include in meeting minutes
• Tips for making your meeting minutes more effective

Consequences of inaccurate meeting minutes

Failure to discern what should be excluded from meeting minutes can result in inaccurate records. These inaccuracies are not merely inconvenient; at best, they hinder the ability of committee members and stakeholders to comprehend the meeting proceedings. At worst, they can leave the board vulnerable to costly legal repercussions.

When meeting minutes are inaccurate, it can:

• Undermine authority: Boards and committees make big decisions during meetings, including implementing new policies. If those policies are flawed and there is no record of why they were passed, the committee can appear less intelligent.
• Misrepresent key decisions: Many people entitled to attend meetings can’t make it in person. Depending on the meeting, that includes directors and organisation stakeholders. These people rely on the minutes to understand what happened during the meeting. Without accurate minutes, they won’t get the transparency they need.
• Introduce liability: This is perhaps the most critical consequence of poor meeting minutes. If, for example, a policy that led to a significant loss was passed, the committee would need to dissect its decision. The meeting minutes prove that they thoroughly analysed the issue and made an informed decision.
• Compromise the committee’s standing: There is also such a thing as too much information. Anything in the minutes can be used against the committee. Direct quotes or comments from members should not be included in meeting minutes, which could become a problem if the minutes are called into question.

What should be included in meeting minutes?

There are no hard and fast rules for what to include in meeting minutes. Robert’s Rules of Order rules for meeting minutes recommends focusing on what’s done in the meeting, not who says what, but many don’t follow those rules, and they aren’t a comprehensive guide.

While what’s right to include in meeting minutes may vary, meeting minutes usually include the following:

1. Meeting details: List the date, time and location at the top of the minutes.
2. The type of meeting could be regular, special, emergency or committee meetings.
3. Notice: Mention whether notice was given and if all members signed a waiver.
4. Names: Record the names of everyone in attendance or involved with the proceedings. This includes all members, present and absent, attendees, and guests.
5. Quorum: Note whether a quorum was established at the start of the meeting.
6. Reports: Write down the report, who presented it and any related approvals or resolutions.
7. Discussions: Prepare by reviewing the agenda, then note what the committee discusses for each agenda item. This doesn’t have to be verbatim, but it should be enough to prove that the committee adequately deliberated about the issue at hand.
8. Committee actions: Also, note how the committee acted regarding each agenda item, whether they created a policy, requested more research, or tabled the discussion for a later date.
9. Final statements: Meeting minutes should include a statement that the committee adhered to their fiduciary duty, meaning they acted in the company’s best interest.

What should not be included in meeting minutes?

The best meeting minutes are a balancing act, offering enough information to convey board decision-making accurately but not so much information that it’s difficult to understand or compromises the board later on. As a good rule of thumb, board meeting minutes should not include:

1. Word-for-word accounts: Meeting minutes should not be verbatim. The goal isn’t to recount everything members said exactly as they said it but to give a clear overview of the issue, the points raised, what the committee decided, and why they decided it.
2. Back and forth: Take notes according to the issue rather than chronologically. That way, you’ll group all discussions about a single issue, making it easier for people who did not attend the meeting to digest.
3. Inaccuracies: Secretaries and minute-takers aren’t silent observers. Ask questions or confirm wording rather than writing a note you’re unsure about.
4. Observations or judgments: Your interpretations or opinions should also not be included in meeting minutes. While meeting-takers don’t have to be silent, they should be neutral.
5. Debates: Committee members may disagree on critical issues, which should not be included in meeting minutes. Aim to concisely summarise the discussion without writing precisely what was said.
6. Documents: Supplemental materials should not be included in the meeting minutes. Instead, they should be referred to and attached to the minutes so readers can review the document itself.

Drive good governance with better meeting minutes

Understanding what should not be included in meeting minutes is critical, but it’s only one piece of the puzzle. Meeting minutes can be complex because they’re an essential governance tool.

With the correct minutes, committees can defend their decisions, learn from previous discussions and ultimately navigate the meetings more effectively. A board portal can take the guesswork out of meeting minutes, making it easier and faster to deliver minutes that promote the collaboration modern committees depend on.