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HOA Board of Directors Meeting Minutes – Part 2 of 2

Transcribing

  • Minutes should be transcribed as soon as possible after the board of directors’ meeting. This improves accuracy and makes compiling the minutes much more efficient.
  • Review the notes and agenda. Make concise adjustments where needed. It is acceptable to clarify points by adding additional information.
  • Once transcribed, double-check notes about decisions made, the motions, and the voting, to ensure accuracy.
  • Take the first transcription and revise at least once to make it as concise and brief as possible.
  • The secretary should review what they have transcribed into meeting minutes and ensure that they are a summary with enough detail and clarity. With enough detail and clarity that the meeting minutes can be understood by someone unable to attend the meeting or someone who will be reviewing the meeting minutes twenty years from now.

Opinions and Observations – To quote Sergeant Joe Friday from the 1950s TV show Dragnet, “Just the facts.” Meeting minutes are not the place for opinions and personal observations. While this may seem like a minor point and insignificant, it is not. Meeting minutes are the legal record of a board of directors’ decisions that are subject to membership review. In addition, meeting minutes are subject to legal discovery in the event of litigation. Placing opinions and personal observations can inadvertently damage the homeowner association’s position in court if a matter escalates to that point. Sensitive aspects of meeting minutes cannot be redacted if they are subpoenaed in the discovery efforts of litigation.

Publishing

  • Once the secretary comprises the meeting minutes, they should distribute them to the other board members for review and input. The board members reviewing the minutes beforehand will speed up the approval process during the board meeting.
  • The board secretary, after preliminary distribution to the rest of the board of directors, should make any needed adjustments and bring them to the next meeting or make sure the preliminary minutes are included in the board packet of the next meeting.

Filing

  • When the meeting minutes are approved, the secretary and president/presiding officer should sign and date as approved minutes. There are homeowner association governing documents that may require all board members to sign the final minutes. Signing the final approved set of minutes acknowledges their accuracy and makes those meeting minutes official for the HOA’s records.
  • Board of directors meeting minutes should be placed in the permanent files of the homeowner association.
  • Distribution of the final and approved meeting minutes to other non-board member parties. Either by governing document requirement or by homeowner association tradition, distribution to the membership can vary from mailing to posting on the homeowner association website.
  • It is the secretary’s responsibility to make certain that confidential matters noted on the minutes are redacted or censored before distribution to non-board members. These are items typically of a legal nature, covenant violations, delinquent members, or matters that can possibly lead to litigation.

Key Points of Compiling Meeting Minutes

  • When the meeting minutes are approved, the secretary and president/presiding officer should sign and date as approved minutes.
  • The secretary should distribute minutes to the board members well in advance of the meeting they are to be approved. This will speed up the approval process by allowing for adjustments or corrections to be made before the board meeting.
  • Items of a legal nature, covenant violations, collections, etc. should be redacted before being distributed to the membership or other non-board members.

Correcting Meeting Minutes

If an adjustment is needed or an error is discovered in the meeting minutes at the meeting where they are to be approved, these changes must be made in the text of the meeting minutes (physical paper copy) being approved. Per Robert’s Rules of Order, the minutes of the meeting at which the corrections are made should merely indicate that the meeting minutes were approved “as corrected.”   [RONR (10th ed.), p. 452, l. 12-15; p. 458, l. 10-16; see also p.151 of RONR In Brief.]

If an error was discovered or an item was inadvertently not noted in meeting minutes that have already been approved at a prior board meeting, these corrections can be made utilizing the motion to “Amend Something Previously Adopted.” This is per Robert’s Rules of Order and the exact wording of that motion, whether adopted or not adopted, should be noted in the meeting minutes of the meeting at which it was taken up or considered. [RONR (10th ed.), p. 452, l. 12-15; p. 458, l. 10-16; see also p.151 of RONR In Brief.]


Meeting Minutes Note Taking Template

Google Doc – Meeting Minutes Template

You can copy & paste the following meeting minutes headings or click the link above to open a Google Doc Template.

Homeowner Association name:

Type of meeting (e.g., board of directors, annual, special):

Date:

Time meeting called to order:

Location of meeting, (legal address):

Note a quorum was present:

The names of the board members and their offices who were present, and who was not present:

The names of committee members present:

The names of guests who spoke or addressed the board of directors:

Prior meeting minutes approval of, or approval with amendments made to. Note the amendments to Prior meeting minutes:

Name of the board member who made the motion:

Name of the board member who seconded the motion:

The exact wording of adapted motions:

Was the motion adopted or not?

If a vote did not receive unanimous support, names of the dissenting board members should be noted:

Failed or withdrawn motions:

The board member’s name who made the failed or withdrawn motion:

Committee reports given or submitted, along with the name of the board member or committee member who gave or submitted the report:

Date, time, and location of the next board of directors meeting:

Time of adjournment:


Sample Homeowner Association Meeting Minutes

Happy Glenn Homeowner Association

Minutes of the Board of Directors’ Meeting held December 12, 2021

Meeting held at the Happy Glenn Homeowner Association clubhouse, 12345 Happy Glenn Drive, Shangri la.

Board President Sue Smith called the meeting to order at 6:02 PM

A quorum of directors was present, recorded by Board Secretary Bill Smith.

Attendees:

  • Board Members: Sue Smith – President, Linda Smith – VP, Betty Smith – Treasurer, Bill Smith – Secretary
  • Committee Members: Tom Jones – Landscaping Chair
  • Guest(s)s: Ted Smith, Amy Smith
  • Association Manager: Nancy Jones
  • Board Member(s) Absent: Kim Smith – At Large

Meeting minutes for the November 10, 2021, Happy Glen Homeowners Association board of directors meeting, approved as read.

Financial Reports:

Presented by Association Manager Nancy Jones.

Unfinished Business:

  • Motion made by VP Linda Smith: Accept quote of $750 from Acme Paving to restripe the clubhouse parking lot. Treas. Betty Smith seconded the motion and was unanimously adopted.
  • Motion made by Treas. Betty Smith: Hire Fred Jones, CPA to do this year’s homeowners association’s tax returns and audit. VP Linda Smith seconded the motion and was unanimously adopted.
  • Motion made by Sec. Bill Smith: To not open the swimming pool this year because of the excessive expense. Motion did not receive a second and the motion failed.

New Business:

  • Motion made by VP Linda Smith: Hire Bloom Masters for the front entrance flower beds per the estimate of $500 per month. Sec. Bill Smith seconded the motion and was unanimously adopted.

Landscaping Chair Tom Jones gave the landscaping committees report on the upcoming year’s landscaping plans.

The next board of directors meeting will be held on January 15, 2022, at 6:00 PM at the Happy Glenn Homeowner Association clubhouse.

Executive Session:

Board President Sue Smith announced the board of directors was going into executive session and informed the guests they would have to leave.

  • Motion made by VP Linda Smith: Begin the collection process with the association’s attorney for delinquent members: David Smith, 54321 Happy Glenn Drive, Mildred Jones, 32154 Happy Glenn who are more than 90 days behind in their assessments. Sec. Bill Smith seconded the motion and the motion passed with Betty Smith abstaining from discussion and voting on the matter.

Adjournment:

‍The board meeting was adjourned at 7:12 PM.


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Legal Disclaimer: This blog is presented solely for entertainment and educational purposes. The blog’s author is not an attorney nor offering legal advice. The blog’s author and publisher are not offering or presenting this work as legal or any professional services advice or guidance. State statutes regarding homeowner associations can vary from one state to another, so state statutes will need to be reviewed and may conflict with the material found within this blog. Every homeowner association is different, and the advice and strategies contained herein may not be suitable for every situation. The reader should always seek the services of a competent and experienced homeowner association attorney who specializes in homeowner association law.

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