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SAMPLE UNIT BOARD MINUTES
Some of the following information is adapted from Carter McNamara’s “Field Guide to
Developing and Operating Your Nonprofit’s Board of Directors.”
The following sample represents typical format and content of a board meeting minutes
report. This sample should be customized to suit your particular unit. Note that board
meeting minutes are very important. Minutes are considered legal documents by auditors,
the IRS and courts, and they represent the actions of the board. Many assert that if it's not
in the minutes, it didn't happen.
There is no standardized level of content and format for board minutes. However,
sufficient information should be included to describe how board members reasonably
came to reasonable decisions.
Include the name of the organization, date and time of meeting, who called it to order,
who attended and if there a quorum, all motions made, any conflicts of interest or
abstentions from voting, when the meeting ended and who developed the minutes.
The secretary of the board usually takes minutes during meetings. Written minutes are
distributed to board members before each meeting for member's review. Minutes for the
previous meeting should be reviewed right away in the next meeting. Minutes should be
permanently retained in a manual and shared with all board members.
Apart from the legal obligation to take minutes, accurate and concise minutes serve other
functions:
● Serve as a reminder of decisions, assignments and deadlines.
● Summarize the meeting for people who were unable to attend.
● Create a history of the organization, telling what was done, when and by whom.
● Provide evidence in a financial or performance audit.
● Offer evidence in the event of a lawsuit.
What to Leave Out
The minutes are a factual record of business. Do not include:
● Opinions or judgments: Leave out statements like “a well done report” or “a
heated discussion.”