Part of organizing and running a meeting for your association is recording HOA board meeting minutes. This document goes beyond a recap of your meeting, but what is it for?
What are HOA Board Meeting Minutes?
This document is the written record of a board meeting conducted by the association. It should be used to document official business and decisions made during the said gathering. However, it’s not a word-for-word transcript.
When creating the minutes, you should first identify the specifics of your meeting. It should mention the type of meeting, the date and time, and the location where it took place. It should also mention the directors’ attendance.
Aside from these, any decision-related notes should be included in the meeting minutes. These may include any motions made and votes cast by the members. It should also record the meeting’s adjournment.
According to Robert’s Rules of Order, the minutes should focus more on what was done than on what was said.
Who Takes HOA Meeting Minutes?
Who is responsible for recording the meeting minutes?
Usually, the board’s secretary is responsible for doing so. However, some HOAs have a setup in which a community manager or another officially designated person handles the note-taking. Once the minutes have been approved, the secretary will still usually certify or sign the official version.
Even if the board has someone else prepare the minutes, directors should still review the document before approving it. This allows the board to identify missing motions and other factual errors that may have been included. This should be done before the minutes become part of the HOA’s official records.
What are HOA Meeting Minutes Requirements?
Technically, there’s no set requirement for HOA meeting minutes. It can vary from one association to another, especially depending on the location. While there’s no nationwide standard, state legislation and governing documents may change what’s called for in your meeting minutes and how long these documents should be kept.
Because of this, your board of directors will need to check any state legislation or your governing documents before adopting a generic minutes template.
What to Include in HOA Board Meeting Minutes
Most HOAs already include basic information about an HOA board meeting in their minutes, such as the topic and a summary. However, many boards also make the mistake of omitting crucial details that can be useful in the long run. Here are those details you need to keep in mind.
Confirmation of Quorum
When drafting your minutes, clearly state that there were enough board members present to conduct business. Having a short statement indicating that the meeting had a quorum creates a cleaner record.
This mention of an HOA quorum should go hand in hand with attendance details. As a best practice, your board should list the directors present and those absent.
The Exact Motion
When recording meeting minutes, it’s important to capture the details. Instead of mentioning the general topic discussed, you need to include the exact motion made in the meeting. The motion should be presented with enough information for the board to make a decision.
For example, when the board approves a vendor contract at the meeting, the minutes should clearly reflect that approval. If something changed in that contract or motion before the vote, the minutes should include the fact and the change.
Voting Results
Usually, the board would vote to approve or reject a motion. Whether or not the motion passed should be included. However, you should add more information about the voting results.
You can include which directors were present and cast their votes. You may also add the number of votes, including those who abstained.
Approval and Corrections of Prior Minutes
It’s usually required for the board to approve HOA board meeting minutes. However, sometimes they do this without recording it in the current minutes. The new record should always indicate whether the previous meeting minutes were approved or the board made corrections.
If an error in the minutes is discovered before the record is approved, your HOA should rectify it using a formal, established procedure. It shouldn’t be done by discreetly replacing the file.
Executive Session References
One of the few types of HOA meetings that remain confidential is the executive session. Because of this, discussions in such sessions shouldn’t usually be reproduced in meeting minutes accessible to everyone. However, depending on state legislation, some areas require boards to mention that a closed session happened as well as the general reason for it.
Even in a confidential executive session, board members should always prioritize transparency. This can be done while striking a balance between protecting confidential or private information.
Financial and Contract Approvals
Approving a major expense or contract is one of the most important decisions an HOA board can make. Because of this, it’s usually done during an HOA board meeting. As such, you will need to record such decisions in the meeting minutes. This will serve as a reference for which financial decisions were approved and which were merely discussed.
While you should mention these decisions being made, you don’t have to reproduce all the supporting documents that are part of that decision. Proposals and other materials are usually saved as a different set of association records.
The Time of Adjournment
Noting the time the meeting adjourned may seem like a minor detail, but it completes your HOA meeting minutes. Apart from being a key detail of the meeting, it may also help distinguish between discussions held during and after the meeting.
Are HOA Meeting Minutes Public Record?
In general, HOA board meeting minutes are considered association records, not necessarily public records in the same way government records are. However, in some states, residents may have legal rights to inspect or receive them.
In Oregon, under ORS 94.670, a homeowners’ association must make its records, including meeting minutes, reasonably available for homeowners to examine. With a written request, residents may also duplicate them, provided the request is made in good faith and for a valid purpose.
Keeping a Complete Record
When creating HOA board meeting minutes, it’s important to stay accurate. Recording what happens during these gatherings helps future boards figure out actions and decisions made previously. However, when creating this document, you will need to strike a balance between providing enough details and avoiding unnecessary fluff or commentary.
CWD Group offers HOA management services to community associations in Oregon and Washington. Call us today at 503-488-2008 or contact us online!
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