Not approved minutes

[Anna]

Hi, 

I recently took the role of a Corporate Secretary but my experience in Robert's rule is limited. As I try to study and improve I was wondering if you can help me using the correct wording for not approved minutes. What is the write language to say that the minutes were approved and that it would be approved at the next meeting after amendments will be provided ?

Thank you 

[Atul Kapur]

Your question is confusing because you say that the minutes were approved and will be approved at the next meeting.

The term for minutes that are not yet approved is "draft minutes."

 

[Hieu H. Huynh]

Perhaps a draft?

[Bruce Lages]

Or maybe an unfortunate 'not-hole' (based on the title and the second sentence)?

[Gary Novosielski]

And the right word for the rite of approving the minutes is not write, nor wright, but right.  

[Anna]

Thank you for your replies.

I understand my question was confusing.  

Since you are just trying to help ... please, let me rephrase my question:  What is the right wording to use for minutes that were not approved?

The previous secretary wrote: The members approved the minutes by consent or On motion by...and seconded by...the minutes were approved. 

During the last meeting the members didn't approve the minutes, and one of them is going to send corrections. 

Should I write : The minutes of this meeting will be approved during the next meeting OR The minutes were not approved (and provide some details, like that I am expecting amendments from a member?)  

Thank you. 

[Joshua Katz]

Well, this shouldn't have happened, at least not without parliamentary maneuvers, since the chair should simply declare the minutes approved once there are no further corrections (and a promise of future corrections doesn't count, although the assembly can postpone consideration). However, record it as it happened, not as it should have happened. You can't predict the future, so don't say what will happen at the next meeting. What exactly happened? Was there a vote that failed? If so, write that a motion was made to approve the minutes and it was not adopted. I don't think you should add any commentary such as what you are expecting from a member.

[Anna]

Thanks, Joshua, that is really helpful.  I really appreciate your time and effort to understand what exactly happened. 

This is what happened: when the chair asked for approval of the previous minutes one of the  members said that  the minutes don't reflect the proceedings of the meeting as it was captured by the previous secretary and that he has corrections. The chair asked him to submit his corrections in writing and the members decided to approve the minutes after he sends his changes during the next meeting. 

As I learned here the steps after the secretary writes the minutes is:

1) finalize the minutes , 2) share the minutes with the chair (I thought that minutes should be shared with all the members for corrections before the next meeting, should I start doing that?), 3) approve the minutes during the next meeting

I am going to follow your advice and write: "a motion was made to approve the minutes and it was not adopted", I will share the member's changes with the committee, before the next meeting, and if they agree I will make the changes for the next meeting. Does that sound correct?

 (I feel a little overwhelmed  and I have already asked my supervisor to approve a proper governance training  for me, as I am not a corporate secretary, and it was recently added to my tasks. It is a really interesting field but my knowledge is limited). 

Wishing all of you a great weekend. 

[Joshua Katz]

33 minutes ago, Anna said:

As I learned here the steps after the secretary writes the minutes is:

1) finalize the minutes , 2) share the minutes with the chair (I thought that minutes should be shared with all the members for corrections before the next meeting, should I start doing that?), 3) approve the minutes during the next meeting

Well, sort of. There is no requirement to share the minutes with the chair, although the secretary may do so. Similarly, there is no requirement to share the draft minutes with the members of the meeting body, but doing so may facilitate an easier process. At the meeting, the minutes should be read, unless they've been distributed and no one asks to have them read (but they must be read at the demand of a member). The chair should then ask for corrections, and each correction should be handled by unanimous consent or a majority vote. When there are no further corrections, the minutes are approved, no need for a vote.

35 minutes ago, Anna said:

This is what happened: when the chair asked for approval of the previous minutes one of the  members said that  the minutes don't reflect the proceedings of the meeting as it was captured by the previous secretary and that he has corrections. The chair asked him to submit his corrections in writing and the members decided to approve the minutes after he sends his changes during the next meeting. 

 

First, the chair should have told the member to put up or shut up: "these are wrong" is not a proper correction, and the member should have provided his actual corrections at that point, or else the minutes should have been approved. The member can always bring up the corrections later via the motion to amend something previously adopted. Second, a question: how did the members decide this? Was there a motion on the topic, such as to postpone? If so, then that motion should be recorded, using the exact words the chair used in putting the question, and the minutes should reflect that it was adopted.

38 minutes ago, Anna said:

I am going to follow your advice and write: "a motion was made to approve the minutes and it was not adopted", I will share the member's changes with the committee, before the next meeting, and if they agree I will make the changes for the next meeting. Does that sound correct?

 

Again, not quite. Based on what you said above, it sounds like something other than a failed vote on the minutes took place. See my question above. As for the member's changes, you are the secretary and currently in possession of draft minutes. The draft minutes are, in essence, your notes - you put in them what you think belongs there (consistent with proper practice, of course). So include the corrections if you think they are correct - or, as a shout-out to reality, if you believe the assembly will insist that they be included even if you disagree. You can share the updated draft minutes with the members of the committee, or not, as you wish, as discussed above. Note that the members cannot, with exceptions not relevant here, act on the changes outside the meeting. 

Then, at the next meeting, you present your draft, updated as you saw fit. The process described above for corrections and acceptance should be followed.

By the way, although there may be relevant laws here, in general, committees do not keep formal minutes.

[Guest PAWC]

Can the Secretary make a motion to approve the minutes she has prepared?

[Joshua Katz]

2 hours ago, Guest PAWC said:

Can the Secretary make a motion to approve the minutes she has prepared?

Well, I guess she can in that nothing is stopping her, but it is not the correct procedure. No motion is needed at all the approve the minutes. The item simply comes up for consideration at the appropriate time, and when any corrections have been handled, the minutes are deemed approved. Or am I missing some aspect to your question?

[Anna]

On 7/26/2019 at 11:11 AM, Joshua Katz said:

Well, sort of. There is no requirement to share the minutes with the chair, although the secretary may do so. Similarly, there is no requirement to share the draft minutes with the members of the meeting body, but doing so may facilitate an easier process. At the meeting, the minutes should be read, unless they've been distributed and no one asks to have them read (but they must be read at the demand of a member). The chair should then ask for corrections, and each correction should be handled by unanimous consent or a majority vote. When there are no further corrections, the minutes are approved, no need for a vote.

First, the chair should have told the member to put up or shut up: "these are wrong" is not a proper correction, and the member should have provided his actual corrections at that point, or else the minutes should have been approved. The member can always bring up the corrections later via the motion to amend something previously adopted. Second, a question: how did the members decide this? Was there a motion on the topic, such as to postpone? If so, then that motion should be recorded, using the exact words the chair used in putting the question, and the minutes should reflect that it was adopted.

Again, not quite. Based on what you said above, it sounds like something other than a failed vote on the minutes took place. See my question above. As for the member's changes, you are the secretary and currently in possession of draft minutes. The draft minutes are, in essence, your notes - you put in them what you think belongs there (consistent with proper practice, of course). So include the corrections if you think they are correct - or, as a shout-out to reality, if you believe the assembly will insist that they be included even if you disagree. You can share the updated draft minutes with the members of the committee, or not, as you wish, as discussed above. Note that the members cannot, with exceptions not relevant here, act on the changes outside the meeting. 

Then, at the next meeting, you present your draft, updated as you saw fit. The process described above for corrections and acceptance should be followed.

By the way, although there may be relevant laws here, in general, committees do not keep formal minutes.

Thank you so much. 

You help is greatly appreciated. 

[Richard Brown]

On 7/26/2019 at 10:29 AM, Anna said:

This is what happened: when the chair asked for approval of the previous minutes one of the  members said that  the minutes don't reflect the proceedings of the meeting as it was captured by the previous secretary and that he has corrections. The chair asked him to submit his corrections in writing and the members decided to approve the minutes after he sends his changes during the next meeting. 

What happened isn't exactly "according to Hoyle", but it is what it is.  I think that in the minutes for that meeting I would say, simply, that "upon motion of Member Jones, the approval of the minutes of the June meeting was postponed until the August meeting".   That is the gist of what happened and is all that needs to be said.   I suppose that instead of saying "upon motion of Member Jones. . .", you could  say simply that "Approval of the minutes of the June meeting was postponed until the August meeting".   As Mr. Katz said, there is no need to get into all the business of who said what, who was told to do what, or what someone plans to do at the next meeting.  Not only is there no need to, it would be inappropriate to do so.  The more detail you try to put in about who said what or who is to do what, the more quibbling there will be over just exactly who said what.  None of that goes in the minutes.

[Anna]

Thank you.