dontloveminutia

Why are minutes about what was done and not what was said?

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I understand that minutes are a record of what was done and not what was said. I'm trying to explain WHY that is the case to a fellow Board member who likes all the notes that have dominated the minutes for the last few years. I'd like to go beyond just saying, "RONR says ..." 

Does anyone know what the rationale is for the "done not said" standard?

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14 minutes ago, dontloveminutia said:

I understand that minutes are a record of what was done and not what was said. I'm trying to explain WHY that is the case to a fellow Board member who likes all the notes that have dominated the minutes for the last few years. I'd like to go beyond just saying, "RONR says ..." 

Does anyone know what the rationale is for the "done not said" standard?

If the fact that the board's adopted parliamentary authority says so is not enough to satisfy this board member, I predict that any rationale that the folks on the Internet may come up with will not be satisfactory either. Just let the secretary prepare the minutes the way they are supposed to be prepared, and then it will be up to this board member to convince the secretary and the board to do all the extra work of trying to record and correct the content of remarks made in the meeting.

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The essential function of the minutes is to track the making and disposition of motions, which are the means by which an assembly gets anything done. What was said on the way to the decision is of far less import to the average society. Unfortunately, most people confuse minutes with the business memoranda that they are familiar with in the working world. Or perhaps they think of them as lecture notes. When I function as a secretary in the parliamentary sense, I advise these people that I am not creating memoranda and that they should take their own notes if they want a summary of everything said during the meeting.

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14 hours ago, Guest Who's Coming to Dinner said:

I am not creating memoranda and that they should take their own notes if they want a summary of everything said during the meeting.

That might be pretty much it.

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Agreeing completely with the comments by Messrs Gerber, Tesser and the Dinner Guest, I would add that not only does RONR say that minutes should be a record of what was done and not what was said, but all other parliamentary authorities that I am familiar with say the same thing. I submit that there is good reason for that.  Some, such as the AIP's Standard Code,  are very explicit on that point.  As is RONR.  The society, of course, is free to adopt its own rule that provides otherwise.

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I posted this exact question before seeing this thread. For my own understanding, the basic reason is that it is too much trouble to put everything everyone said into the minutes?

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Also, by putting what everyone said into the Minutes could cause more problems.  For example, if the Secretary misunderstands what someone says.  Plus, it takes more work to add that into the Minutes, and unless the Secretary, or whoever takes the Minutes, is being paid it is far too much work for a volunteer to be expected to do.

I have seen some organizations adopt a standing rule requiring the Minutes to include the reason why a motion was adopted.  For example, if a motion is adopted to paint the clubhouse, the Minutes could include a statement like this: "The clubhouse will be painted as it has not been done for 10 years."

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Agreeing with the above, it also makes it much harder to find things later.  Ten years have gone by and you want to find the motion that authorized painting the clubhouse red?  You're better off if the minutes are short and concise.  

Further, individuals don't matter.  The point of the meeting is to make joint decisions.  Once the organization decides, it speaks with one voice.  There's no reason to care that Jim thought green was a nicer color, or that Bill screamed at Jim that he's colorblind, so who cares what he thinks?

Also, it opens people up to individual liability for no good reason.

Finally, look at the UCLA debacle, where their minutes were basically a transcript.  If they had taken proper minutes, they would have said that they considered a candidate for the student judiciary, voted, and decided against the appointment.  Instead, they wound up with several of their members being quoted as saying anti-semitic things.  

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If meeting minutes record what was Done, but not what was Said, like the Rationale for a decision, how does the wisdom and thinking behind a decision get passed on to future board members?  Too often I've seen good decisions undone, because the newcomers didn't have the benefit of the insight of the previous decision makers.  And with no rationale recorded for the original decision, it had no defender, and was too easily (and ignorantly) changed.

Recording what was done, is one type of corporate memory, but to me seems lacking, if the wisdom (rationale) behind it, isn't recorded also.

 

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1 hour ago, Guest Enquiring Mind said:

If meeting minutes record what was Done, but not what was Said, like the Rationale for a decision, how does the wisdom and thinking behind a decision get passed on to future board members?  Too often I've seen good decisions undone, because the newcomers didn't have the benefit of the insight of the previous decision makers.  And with no rationale recorded for the original decision, it had no defender, and was too easily (and ignorantly) changed.

Recording what was done, is one type of corporate memory, but to me seems lacking, if the wisdom (rationale) behind it, isn't recorded also.

 

If your group thinks it is important to include the rationale behind a deciison, it is free to adopt a Special Rule of Order to require that. But remember that my reasons for a decision may be entirely different from your reasons. As far as I am concerned, what is important is not whether a previously-adopted motion was supported by a good rationale when it was adopted, but whether the motion still makes sense now. If you can't muster good arguments to support the current value of the motion, then maybe it is not worth retaining. 

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11 hours ago, Guest Enquiring Mind said:

If meeting minutes record what was Done, but not what was Said, like the Rationale for a decision, how does the wisdom and thinking behind a decision get passed on to future board members?  Too often I've seen good decisions undone, because the newcomers didn't have the benefit of the insight of the previous decision makers.  And with no rationale recorded for the original decision, it had no defender, and was too easily (and ignorantly) changed.

Recording what was done, is one type of corporate memory, but to me seems lacking, if the wisdom (rationale) behind it, isn't recorded also.

If the board wishes to record a rationale, it is free to do so, but I would advise creating a document separate from the minutes for such purposes.

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