Minutes of board meetings are a critical record of important information and governance processes. They can be used as an evidence-based basis for post-decision reviews and to ensure that boards are accountable. They can also prevent the board from making any future shortcuts that could be problematic for the stakeholder of the company.
Minutes are typically written by the chairman of the board or one of the staff members of the organization. It could be a scribe with prior experience in the writing of board minutes or a professional secretary who is knowledgeable about what should and shouldn’t go into the minutes. Regardless of who prepares the draft minutes, it’s vital to establish clear expectations on what is expected from them, so they can produce standout notes that will make the meetings of the board credible.
It is crucial to include the date, the time and the location of the meeting in the minutes. A list is required of the chairman, directors and non-voting attendees. It’s also important the members who were present via telephone or online.
The minutes should be split into two sections that are administrative and substantive business. Administrative business could include items like agenda approval, the summary of minutes previously approved and the use of an agenda that is a consent (which reduces the need for debate by recognizing regular or administrative issues with a single motion). Substantive business includes more content-heavy items such as the release of updates from committees, risk management briefings and the decision-making process for new service initiatives.