Keeping Meeting Minutes at Condo or HOA Board Meetings

Productive board meetings—where important homeowner matters are discussed and decisions are made—contribute to the success of a condo or homeowners association (HOA). Keeping records with meeting minutes at condo or HOA board meetings is an important step for your community.

Since HOA board meetings result in significant decisions that impact community members, it is necessary to record decisions in official board meeting minutes, which serve as both a historical record and provide pertinent information to the HOA community.

Investing the time to record accurate and detailed board meeting minutes can reduce potential litigation risks for HOA board members, as minutes could be used as evidence in the event of a legal claim.

What are Board Meeting Minutes?

Board meeting minutes are a written record of the official actions taken by the HOA directors and officers during scheduled meetings. The minutes document the topics discussed and record the decisions voted on during meetings. The minutes can also contribute to the efficiency of future board meetings by serving as a reminder of what was previously discussed to avoid rehashing old business.

There are two main purposes of board meeting minutes:

1. The minutes inform members of decisions made that impact their living community. All HOA members have the right to access non-confidential meeting minutes.
2. Meeting minutes could serve as evidence in the case of a lawsuit. In the event that someone, such as a member, sues the HOA, the minutes are proof of decisions that were made.

For officers and directors on the HOA board, meeting minutes are valuable evidence that the board made decisions in good faith and fulfilled its fiduciary duties to the association. On the other hand, the minutes can also serve as evidence that a director did not fulfill his or her fiduciary duties.

What Should the Board Meeting Minutes Include?

Board meeting minutes should be easy to read and include only essential information. Most importantly, members should be able to understand what board actions were taken and approved.

While board meeting minutes can be handwritten during the meeting, the final version should be transcribed into a typed format. At a minimum, the minutes should include the following:

• Name of the HOA
• Date, time and location of the meeting
• Names of directors and officers present at the meeting, and the names of those not present
• Names of guests in attendance, including those invited to speak at the meeting
• Whether or not a quorum was present
• All board actions
• The signature of the board secretary or another official designated to sign HOA documents
• Supporting documentation (attached to the minutes), as applicable

It is the board secretary’s responsibility to record and certify the minutes, unless another person is designated. Keep in mind that all of the board directors and officers may be held liable if the minutes are falsified or embellished.

After the meeting, the minutes should be made available to all HOA members. Some HOAs choose to mail or email the minutes to members after the meeting.

A printed copy of the meeting minutes should be kept in the HOA’s “board minutes book,” and an electronic copy should be also be stored.

What Should the Meeting Minutes NOT Include?

The minutes should include substantial details on the board’s actions; however, minutes with too much detail could be evidence for unwanted lawsuits, such as defamation claims. Minutes do not need to be a transcript of all interactions.

Avoid recording the following information:

• Names of HOA members present at the meeting
• All the conversations and discussions that took place during the meeting
• Owner comments during the meeting
• Confidential or sensitive information

HOA boards should discuss confidential or sensitive information in a separate meeting. Minutes that contain sensitive information should be kept in a different file from the regular meeting minutes book. Members should not be able to access confidential minutes.

General Recordkeeping Tips

Meeting minutes are a valuable communication tool and may be used as evidence during a lawsuit. Board meeting minutes—and all HOA communications—should meet the following requirements:

• Typed
• Neat and organized
• Easy to read
• Free of undefined acronyms and jargon
• Free of spelling and grammatical errors

Contact GDI Insurance Agency, Inc. today for additional resources to manage and protect your HOA.

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