The minutes of a meeting are an essential record of the outcomes of that meeting, including the decisions that members made and the agreed action items going forwards. This is not only a helpful reminder of what happened and the reasons behind the decisions for future reference, but for many types of meeting it is a legal requirement to record and archive meeting minutes.
Approval by the body responsible for adopting the minutes confirms that they are an accurate record and supports accountability. The process and any signature requirements depend on the applicable law, constitution, byelaws and adopted meeting rules. In the case of a future investigation or compliance query, the organisation has a signed record of meeting outcomes that can provide proof that participants acted in accordance with their fiduciary duties.
This article demonstrates how to get approval of meeting minutes, how to manage disputes over the veracity of the document and provides an example of approved meeting minutes.
Key takeaways
- Draft minutes from the previous meeting promptly and record what was decided and done, not a verbatim account of who said what.
- Capture the essentials, such as decisions, motions, vote results, action owners and deadlines, attendance, quorum and timings to create a reliable record.
- Approve minutes either before the next meeting or during it. Early approval saves time in the current meeting.
- Leaving minutes unapproved weakens governance, creating legal and audit risks and blurring accountability for actions. They cannot be seen as a trustworthy official record.
- Define roles in the process: the chair readies and leads approval, the secretary drafts, circulates and controls versions, members review, propose corrections and adopt.
Approval of meeting minutes
Pre-approval phase: prepare the minutes
The secretary, administrative assistant, note-taker or any other party assigned to take the meeting minutes and handle the approval process should ensure they follow the activity in the meeting, making sure to take notes regarding the nature of the discussions, outcomes of votes and agreed actions as they happen. This will help create an accurate record of the meeting.
Draft the minutes as soon after the previous meeting as possible, keeping it fresh in your mind as you create the document. This is not only helpful for you when building the minutes, but also to those members whose approval you require, who will have a clearer recollection of events the sooner you distribute them.
When preparing the minutes, keep in mind the golden rule for the content of the document. Robert’s Rules of Order states that “the minutes should contain mainly a record of what was done at the meeting, not what was said by the members.” Where Robert’s Rules apply, record the business transacted rather than summarising debate. If your organisation follows a different governance framework, follow its requirements for the level of detail.
Make sure to include:
- Meeting title and organisation
- Date, time and location
- Meeting type
- Chair and minute taker
- Attendance (present)
- Apologies/absentees
- Conflicts of interest declarations
- Quorum confirmation
- Call to order time
- Approval of previous minutes
- Motions (proposed, seconded, vote results)
- Decisions/resolutions
- Action items (owner and deadline)
- Any other business (AOB)
- Time of adjournment
- Next meeting details (date, time, location).
Once you have drafted the minutes, liaise with the meeting chair to ensure they agree on the accuracy of the minutes and to ensure that they are ready to distribute to attendees. Then use your distribution method of choice, whether that is email, postal mail or through a meeting portal.
Give attendees a deadline for suggesting amendments, which should give enough time to edit and redistribute them for approval before or at the next meeting. If there are any necessary changes, make them and ensure you have a version control system in place to ensure all attendees have access to the latest iteration.
Using a portal like iBabs manages this on your behalf, thanks to the cloud technology that sends updates in each member’s account automatically.
When and how meeting minutes should be approved
You need to have your meeting participants approve the meeting minutes, but when you do so depends on the approach that works best for you and your governance framework. You could approve them between meetings or wait until you are around the table for the next meeting before validating that they are correct. Here are the pros and cons of either approach.
| Approach | Advantages | Disadvantages |
|---|---|---|
| Approve minutes before the next meeting | Saves meeting time for more substantive items Captures memories while still fresh Enables faster follow-up on actions | Requires disciplined responses from members May miss context that emerges at the next meeting |
| Approve minutes during the next meeting | Single, transparent forum for edits Chair can resolve ambiguities in real time | Consumes meeting time Memories may conflict, leading to disputes Can delay members starting work on action items |
If approval between meetings is permitted, circulate the minutes to those authorised to adopt them and use the required written or electronic process. Obtain any signatures required by your governing rules, either on paper or through digital signatures in your meeting software. Approval at a meeting should be recorded by the secretary; a signature from every attendee is not automatically required.
Without approval for the minutes, there is no certified record of the meeting, which can cause legal issues. This can lead to an increased risk of errors persisting, including confusion over who owns various actions. Other parties can challenge decisions and you might lose support from external parties like grantors or banks that rely on you having rigorous and auditable governance processes.
Roles and responsibilities in the approval process
- The chairperson confirms that the minutes are ready for attendees to approve them. During the next meeting, they might lead the invitation for any corrections and call the motion to approve the minutes.
- The secretary or minute-taker prepares and circulates the draft minutes in a timely manner and then amends them with the suggested corrections. They are responsible for version control and archiving the approved minutes with the appropriate signatures.
- Attendees and board members should read and review the draft minutes and propose precise corrections where required. They then vote to approve the minutes when everyone is satisfied they are accurate.
Methods for approving meeting minutes
- Approval by unanimous consent: The chair asks if there are any objections to approving the minutes and, if no one raises an objection, declares them as approved.
- Majority vote: Other organisations might prefer to use a majority vote, rather than unanimous approval. You just need more votes in favour than against to approve.
- Formal motion and seconding process: A member moves to approve the minutes, another seconds and the chair takes the vote to adopt them.
- Approval via electronic communication: The secretary circulates draft minutes by email or meeting portal and members record their approval digitally.
- Approve with corrections (approve as amended): Members state precise edits on the record and attendees approve them subject to the corrections being made.
- Consent agenda: The chair bundles the minutes approval in with other routine items for a single vote.
How to handle disputes and corrections
When members disagree with the minutes, they should formally submit specific corrections to the record. This should only pertain to omissions or incorrect information, rather than to revisiting decisions with which the individual disagreed.
Check with other parties that the prospective corrections are indeed legitimate and redraft the minutes. Correct incorrect passages and add in information that was missing or incomplete.
Redistribute the minutes to all parties and ask them to review the amendments. If there are no more adjustments required, you can have them approve the final draft ahead of the next meeting or during that meeting.
Best practices for efficient minute approval
- Establish standard templates and procedures for creating minutes. You can fill a minutes template in during the meeting to help you remember what happened and in which order when you come to create the first draft. Alternatively, use the meeting agenda as a basis for your minuting notes.
- Use a checklist to ensure accuracy and completeness. With so many elements to add to the final document, having a reference to ensure you have included everything necessary for legal compliance is important.
- Define expectations for meeting attendees to ensure they understand the necessity to review the document ahead of approval and alert you to amendments in good time.
- Use meeting management software to ensure all attendees have access to the latest version of the minutes and can suggest changes easily. You can make the amendments easily and gain approval immediately.
- Train new board members or secretaries on the approval process to ensure you take a consistent approach to validating the minutes, saving time and ensuring you meet your obligations.
Example of approved meeting minutes
Download the example of approved meeting minutes (PDF) or the editable Word version. This is an illustrative example; adapt the format and approval process to your organisation’s rules.
FAQ
Can minutes be approved without a meeting?
You can approve minutes as an official record of the previous meeting without a new meeting if your constitution or byelaws allow written or electronic approval between meetings. This saves time at the next meeting.
What if minutes are never approved?
If there is no official approval of the meeting minutes, they remain in a draft state and are consequently less reliable as a record. This can hinder any audits, legal compliance and future decision-making.
Who signs the approved minutes?
Typically, the chair and the secretary or minute-taker sign to confirm accuracy and approval.
Can corrections be made after minutes are approved?
You can add more corrections after initially approving the meeting minutes. Follow your organisation’s rules for formally adopting the correction and retain an audit trail. Under Robert’s Rules, the body adopts a motion to amend previously approved minutes; the original record is retained with a notation or reference to the adopted correction.
How long should you keep approved minutes?
Keep approved minutes permanently as a record of historical decision-making, unless your legal or regulatory framework specifies a different retention period.
Conclusion
Gaining the approval of meeting minutes helps the organisation meet its regulatory requirements, helps you contextualise decision-making, brings absentees up to speed on what they missed and acts as an official record of the actions taken. It requires accuracy in recalling the events, timely distribution whilst it is fresh in the mind of the attendees and swift amendments to correct errors or omissions.
Using iBabs allows attendees to review the minutes on any device, annotate the document to suggest changes and sign their approval of the final draft before getting to the next meeting. This allows you to save time and focus on more pressing matters. Request a demo of iBabs today.
