Quick Tips for Association Board Members: The Four B’s of Writing Minutes for Board Meetings

The minutes of any meeting of the Board of Directors for a Condominium Association or a Homeowners’ Association are public records per Florida law.  The minutes are required to be kept for 7 years.  Fla. Stat. 718.111(12); Fla. Stat. 720.303(4).  The minutes are the most requested and most useful of all of an Association’s records.  A homeowner that wants a general understanding of what the Association has done over a period of time should be able to learn this information from reviewing the minutes.  The goal of your minutes are twofold: 1) to efficiently provide information and 2) to prevent additional and more detailed requests for information.  The minutes should not be an afterthought. So what should a board do to ensure the minutes are effective?

Be Organized

It might seem insignificant, but organized formatting of the meeting minutes is one of the most important considerations in preparing the minutes.  Imagine a homeowner wants to know what happened in an Association over a two year period.  The goal would be to provide the requesting homeowner with the last 24 meeting minutes that effectively communicate what the Association has done over this period of time.  If the minutes are organized well and are brief, the requesting homeowner should be able to review the meeting minutes from the last two years in no more than a few hours.

Organize your minutes in the same fashion that the agenda is organized.  Both the agenda and the minutes should be organized by headings so that they are easy to follow.  Although there are no required headings, the following headings are an example of some of the basics: attendees, approval of minutes, reports, old business and new business. Use subheadings when appropriate.  I recommend there be a subheading for financial expenditures under new business.  Endeavor to use the same headings for every edition of the meeting minutes.  If the same format is used for every edition of the minutes then the consistency will allow a homeowner that is looking for something in particular to know exactly where to look.

Be Brief

It is completely appropriate to use bullet points instead of complete sentences.  Full sentences can also be used but avoid lengthy explanations.  For instance, if there is a discussion at a meeting about replacing the Association’s irrigation system and the discussion lasted over an hour there may be a desire to give great detail about this discussion.  A bullet (under an appropriate heading) that simply says “Discussion about replacing the irrigation system” would be sufficient detail so that people that view the minutes will know the Board felt it necessary to discuss replacing the irrigation system.  This simple bullet point conveys a lot of information in its own right.  However, the Board may want something as important as this discussion to contain some additional detail.  Maybe, the Board wants the record to reflect that two types of replacement systems were discussed that the system has a useful life of 3-5 more years.  The bullet could contain additional information and reflect the following: “Discussion about replacing the irrigation system, which has a remaining useful life of 3-5 years, with XYZ System or ABC System.”  Now remember, in my example this discussion lasted for about an hour.  A lot of information would have been discussed in an hour.  As such, the Board may be tempted to outline the highlights of this discussion with a couple of paragraphs so that everyone has a good understanding of the pros and cons of the two systems and identify the areas of disagreement amongst the Board members.  Refuse this temptation.  Remember your audience.  These minutes are for homeowners that are not on the Board.  Including detailed information about an hour long conversation in the minutes makes the minutes more difficult to read and provides lots of information to people that were not at the meeting to criticize whatever decision was made or to request a bunch of documents relating to the decision.

Be Simple

Use simple and easy to understand language.  Your homeowners will have a wide variety of educational backgrounds.  Even if the person writing the minutes has a large vocabulary, many of the homeowners will not have such a large vocabulary.  Using obscure words will make the minutes more difficult to understand and will alienate some of the homeowners.  Using simple language will help ensure the minutes efficiently communicate a broad view of what business was accomplished at the Board meeting.

Be Professional

Do not attempt to use the minutes for political advantage.  If the person tasked with drafting the minutes didn’t like a decision that was made the minutes are not the proper vessel to slant a decision of the Board.  Likewise, if a Board is not happy with the work of a particular vendor there is no need to detail exactly why the vendor was terminated.  Noting a vendor was terminated is fine.  Detailing the terrible work a vendor performed is unnecessary.  Furthermore, detailing the poor performance of a vendor could lead other vendors to not want to perform work for the vendor and could even lead to litigation over the termination or claims of defamation.

Conclusion

There are no hard and fast rules on how to record minutes of meetings.  However, following the above tips should help to efficiently convey the information that vast majority of homeowners want.  Although over communicating may seem like you are being thorough, information that was not required to be disclosed can lead to questions and additional records request.  If a homeowner wants to know a detail of everything that was discussed they can attend the meetings.  If the Board so chooses, they can record the meetings and make the audio available to homeowners that are not able to attend meetings.

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