Meeting minutes record what is DONE, not what is SAID

© Can Stock Photo/kchungtw

The biggest problem we encounter in meeting minutes is too much verbiage. Striving to do justice to their job, secretaries sometimes include the arguments that are made, what people say in response, and all the minutiae of discussion. There is a better way! According to Robert’s Rules of Order, minutes should record what is DONE, not what is SAID.

If you follow this guidance strictly, you will prepare action minutes. These simply list the actions taken by the body.

Nonprofit boards and committees may want to prepare summary minutes. These include points that were made during the discussion, without attribution to individuals. If you are ever called upon to defend your body’s action in a court of law, having summary minutes demonstrates that you exercised due diligence in your discussion. Sometimes state law requires this.

Download PDF with sample summary minutes

Detailed minutes listing “who said what to whom” have these disadvantages:

  • They tend to personalize and politicize discussions, moving the focus from WHAT the board decides to WHO said WHAT. This has a chilling effect and corrodes your decision-making process.
  • In fact, WHO said WHAT is irrelevant. It is the decisions of the body AS A WHOLE that are important. Discussion is merely a means to an end, not an end in itself.
  • If records are kept of people’s arguments, participants can become intimidated and guarded. They may fail to express their true opinion, which is essential for good decision-making. The result can be mere posturing, rather than open expression of genuine concerns.
  • The purpose of minutes is to create an official record of the body’s actions. This purpose becomes clouded over and obscured when irrelevant material is included.
  • Detailed minutes make it hard to sort out the actions taken from the verbiage. They absorb a lot of staff time and can result in the body’s taking too much time to correct the record – “that’s not what I said!”
  • In the worst case, detailed minutes provide fodder for your opponents should your board ever be involved in a lawsuit.  In addition, individual arguments, given in good faith, could create liability for the individuals involved.

It can be hard to convince a group to move from detailed to action or summary minutes. People like to see a record of what they said. Detailed minutes make it easy for someone who wasn’t there to follow the argument and feel “in the know.” Sometimes the secretary is inclined to just let it flow and write everything down. This can seem easier than selecting out the actions taken, or summarizing the points made. Even so, we recommend that you fight against the tide and commit to making your minutes as concise as they can be.

Learn how to take great minutes with more articles at this link

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Ann Macfarlane

Ann G. Macfarlane is a Professional Registered Parliamentarian. She offers an interactive and user-friendly way to master the key points for effective, efficient and fair meetings. Her background as a diplomat and Russian translator enables her to connect with elected officials and nonprofit board directors and give them the tools they need for success. She is the author of Mastering Council Meetings: A guidebook for elected officials and local governments.