Approval of Board Meeting Minutes: Tips and Best Practices

Meeting minutes are important organizational records. They’re available for public inspection and show how well board members fulfill their duties. Moreover, taking minutes is required by law. That’s why proper meeting minutes approval is essential if a company wants to stay compliant and efficient.

Keep reading to learn the best practices and tips on how to approve meeting minutes. Also, discover how a board portal can help you simplify board management, make virtual board meetings more efficient, and speed up the minutes’ approval process.

Why is meeting minutes approval necessary?

Board meeting minutes are the legal, official record of board meetings. They usually include:

• The type of meeting, e.g., regular, annual, adjourned regular, or adjourned special 
• Date, time, location, attendees
• Motions and decisions
• List of action items to do before the next meeting

After a board meeting is over, the meeting minutes are:

1. Prepared by the corporate secretary
2. Checked by the legal specialists
3. Shared with directors for approval
4. Archived

Meeting minutes are taken for two major reasons. First, they serve as a reference for other members who were absent at the meeting. Second, they are important legal records and need to be kept as long as required by law.

That’s why the approval of meeting minutes is necessary. Without the approval, the board can’t prove the meeting happened and that the decisions were officially made. Failure to produce clear and accurate minutes may be interpreted as board members’ inability to carry out their fiduciary duties and employ a proper decision-making process.

Every company is legally required to keep minutes of all proceedings at board members meetings.

6 tips for writing meeting minutes effectively

Here are six simple recommendations on how to prepare for a board meeting and write minutes effectively.

1. Use a standard template. It’s necessary to create a standard template for minutes, as it saves time for those who record them and those who review them after the meeting. This is especially useful when meetings are conducted regularly. Corporate minutes sample is also at your disposal to further simplify the process.
2. Start with the most important details. They include the date, time, location, and purpose of the meeting, a list of attendees and non-attendees, and the agenda points.  
3. Don’t postpone writing minutes. It’s always better to write minutes as the meeting happens rather than waiting until after the meeting has ended.
4. Record the meeting. Taking notes is essential, but recording the meeting is also valuable. It helps to capture every decision or action made during the session. Additionally, the recording can be later used as a reference.
5. Write just the most essential details. Notetaking is different from transcribing. Thus, keep the notes short and direct, capturing only the most important decisions, assignments, and action steps.
6. Seek clarification. Ask questions, when necessary, to make sure everything you write is accurate to avoid any misunderstanding. 

Robert’s rules of order approval of minutes

Robert’s Rules of Order, or Robert’s Rules, is a standard for facilitating discussions and group decision-making. It’s a best practice that helps boards conduct better and more efficient meetings.

How to run a Robert’s Rules of Order meeting? Here are the main elements of the standard that you can incorporate into board meetings:

1. Motion. To propose a decision or action, a board member should make a formal motion by saying, “I move that…”. Then, another member seconds the motion. After the debate, the board votes. 
2. Postponed indefinitely. To postpone a motion, a board member says, “I move to postpone indefinitely…”. When passed, the motion cannot be reintroduced at that meeting.
3. Amend. If you want to change a motion under consideration, raise your hand and make the following motion, “I move to amend the motion on the floor.”
4. Question. To end a debate, say, “I call the question”. After that, no further discussion is allowed and board members should vote. A two-thirds vote is required for passage.
5. Table. To table a discussion means to propose to discuss it later or during the next meeting when a board has more information on the issue. The wording should be something like the following, “I make a motion to table this discussion until the next meeting.”
6. Adjourn. The motion to adjourn or to end the meeting can be made when the vote on a pending motion is stated. After a majority vote, the chair announces the meeting has been adjourned.

How to approve meeting minutes

The meeting-minute approval process begins when a chairperson makes the motion. In order to approve minutes, unanimous consent is required.

The minutes of the previous meeting should be approved during the current meeting. If this isn’t possible, a special committee or executive board may be required to approve the minutes. 

Here is an example of a motion to approve meeting minutes wording.

Chairperson or presiding officer: “The minutes have been read/distributed. Are there any corrections to the minutes?”

After that, there are several possible scenarios:

• If participants offer changes or corrections to the minutes, a motion must be made, seconded, and passed with a vote.

• If an attendee doesn’t approve of the proposed correction, they should make a motion to amend the minutes and offer an alternative correction.

• If members approve corrections, they’re added to the minutes. 

Chairperson or presiding officer: “Are there any further corrections?”

If there are no further corrections, the chairperson or presiding officer: “The minutes stand approved as read/distributed/corrected.”

If you want to save time on approving meeting minutes, make board meetings more efficient, simplify board management, or try using a board portal.

Board portals as a tool for board meeting approval of minutes

Board of director portals are centralized and highly secure platforms where board members can:

1. Organize and manage board meetings
2. Store, share, and access board materials
3. Vote
4. Approve board meeting minutes
5. Communicate and collaborate
6. Sign documents electronically
7. Assign tasks and deadlines

 The major benefits that board portals offer to their users include:

• Quick board materials sharing. Share agendas, meeting minutes, and other confidential data quickly, easily, and securely.

• Strong security. Protect the company’s data using features like two-factor authentication or user-access permissions.

• Accessibility. Share meeting minutes, receive approvals, vote, and conduct meetings anytime and anywhere. 

• Effective communication. Contact board members and have minutes approved quickly due to tools and integrations for video conferencing.

• Eco-friendliness. Conduct paperless board meetings to reduce your environmental footprint.

If you want to simplify your board management and the minutes’ approval process, try the iDeals board portal. According to the research conducted by our experts, this is the number one board portal provider based on several criteria, including security and price.

FAQ 

Do meeting minutes have to be approved?

Yes, as the organization has an obligation to approve minutes of what happened at the last meeting. Only the approved version of meeting minutes is considered the legal record.

What if meeting minutes are not approved?

If the board members don’t approve the meeting minutes, the chairman should manage the situation by reviewing the minutes, processing corrections, and announcing the minutes have been approved as corrected.