Style for the Minutes

[Matt Schafer]

I have just been selected as Secretary for our group, and we had our first board meeting today. I'm in the process of drafting the minutes, and I had a question on style. (Not really addressed in RONR.)

There are a lot of terms that appear in the governing documents: Bylaws, Declaration (we're a condo association), Secretary, President, Rules Committee, Rules & Regulations, Units, Unit Owners, Condominium, etc. Should these terms all be capitalized in the minutes, because they're defined in the Declaration and have those specific meanings? Or does that just clutter everything up?

As an example, I have the following paragraph:

Mr. A moved “that the Board establish the Rules Committee, with Ms. B as chair, and three other members to be selected by the chair, which members shall be Owners and occupants of their Units, and which members should be from different floors of the Condominium.” The motion was adopted after debate.

Board, Owners, Units, Condominium. These terms are specifically defined. But they also have the same meaning as generally understood in common language.

Does this even matter? I really like things to look polished and in proper form. So any thoughts would be appreciated.

[Gary c Tesser]

Mr Schafer, your diligence is admirable, but this is sweating the small stuff. I set myself the challenge of reading The Federalist Papers and Madison's notes on the Constitutional Convention by September, and I had them up on this computer, excruciatingly flailing away day by day ... and my brother came in from Albany and threw away those windows I had up, so he could print some of our cousin's baby pictures from Facebook to show our mom. Maybe ten hours to reconstruct where I was. I phoned our aunt who attempted to mollify by telling me Steve meant well. Pfeh.

You got to pick your battles.

[Kim Goldsworthy]

Should these terms all be capitalized in the minutes, because they're defined in the Declaration and have those specific meanings?

Does this even matter?

Not Robert's Rules of Order, but Chicago Manual of Style rules:

If a noun refers to a specific person, place, or thing which has its own name or title, then you capitalize it.

If a noun refers to s person, place, or thing which does not have a unique name of its own, then you leave it in lower case.

Thus, if your bylaws are referred to officially as "Bylaws" then capitalize it. But when you are not referring to the document itself as a whole, but to any text within it, you'd spell it "bylaws."

Example:

• "We adopted bylaws." (A generic reference. Everybody adopts bylaws. So you do not capitalize it.)

• But, "These Bylaws may be amended by notice and a two thirds vote." (The amendment process only points to one unique document, and points to no one else's version, no other organization's document.)

Example:

• "We established a Unit Owners Committee." (Refers to once specific committee inside one specific organization.)

• But, "Every homeowners association ought to establish a unit owners committee." (Reference is to everybody's committee of that kind or type, and not to one specific committee. - No guarantee that your neighbor's homeowners association will title their committee with that exact name.)

See Chicago Manual of Style.

See AP Stylebook.

See Garner's Modern American Usage.

[Trina]

I have just been selected as Secretary for our group, and we had our first board meeting today. I'm in the process of drafting the minutes, and I had a question on style. (Not really addressed in RONR.)

There are a lot of terms that appear in the governing documents: Bylaws, Declaration (we're a condo association), Secretary, President, Rules Committee, Rules & Regulations, Units, Unit Owners, Condominium, etc. Should these terms all be capitalized in the minutes, because they're defined in the Declaration and have those specific meanings?....

Board, Owners, Units, Condominium. These terms are specifically defined. But they also have the same meaning as generally understood in common language.

Does this even matter? I really like things to look polished and in proper form. So any thoughts would be appreciated.

I dunno; I'm leaning more toward Mr. Tesser's opinion, although Mr. Goldsworthy's response grapples with the details more. Be clear, be consistent, and think ahead to whether you really want to use the shift key that often, and whether you really want to think about this upper case vs. lower case stuff every time you prepare minutes over the coming months (maybe years, if no one else wants the job next year, or the year after...)

(speaking as a long-time secretary who does not employ the shift key for terms like 'president', 'board', 'nominating committee', etc. )

[Josh Martin]

I have just been selected as Secretary for our group, and we had our first board meeting today. I'm in the process of drafting the minutes, and I had a question on style. (Not really addressed in RONR.)

There are a lot of terms that appear in the governing documents: Bylaws, Declaration (we're a condo association), Secretary, President, Rules Committee, Rules & Regulations, Units, Unit Owners, Condominium, etc. Should these terms all be capitalized in the minutes, because they're defined in the Declaration and have those specific meanings? Or does that just clutter everything up?

As an example, I have the following paragraph:

Board, Owners, Units, Condominium. These terms are specifically defined. But they also have the same meaning as generally understood in common language.

Does this even matter? I really like things to look polished and in proper form. So any thoughts would be appreciated.

I agree with Mr. Tesser that this is not a major concern, especially since you already seem far ahead of the curve with regard to minutes. If you do want a guide for such matters, however, follow the sample minutes in RONR, 10th ed., pgs. 454-456. Based on that, it appears that the titles of officers, boards, committees, and the society are capitalized (President, Board of Directors, Rules Committee), but the other terms you've mentioned would not be. The "specific vs. general" rule Mr. Goldsworthy mentioned also seems to hold true, as the sample minutes capitalize "the Society" but not "special committee."

Your sample paragraph would then read: "Mr. A moved 'that the Board establish the Rules Committee, with Ms. B as chair, and three other members to be selected by the chair, which members shall be owners and occupants of their units, and which members should be from different floors of the condominium.' The motion was adopted after debate.

[Matt Schafer]

Thanks for the thoughts. I decided to use my shift key a lot less. Though one way I could ensure everything is capitalized -- and not have to use the shift key at all -- is just to turn caps lock on. I suspect that other folks may not like that, though. Just a guess.

On another note, after I sent out the draft of the minutes, the comments started pouring in. One of them actually clarified an understood action the board took, so that was substantive, and I incorporated the change. (Yes, I know there's a whole other thread about making changes to the minutes outside of a meeting, but the board specifically wanted the draft minutes distributed to the membership, and they wanted the minutes to be accurate. I'm happy to discuss the method I am using to accomplish this in another thread, if folks are interested.)

But then someone wanted me to add a list of those people in attendance. Someone else wanted me to add the names of all of the people who seconded motions. On those two points, I gently pushed back. We'll see if it generates any discussion at the next board meeting when we approve the minutes. For now, they seem to be happy with it.

When I originally wrote the minutes, I typed it up double-spaced with the first line of each paragraph indented, and with a simple heading of "MINUTES". It looked just as dry as any page of RONR, so I figured I did a good job. But a couple of people thought it could look better and suggested I add some headings in the text and a more-descriptive title block on the first page:

MINUTES

Board of Directors

Association X

August 2, 2010

Since I didn't think this really hurt the substance of the minutes, I added the title block and the headings while leaving all of the text exactly as it was. (E.g., even with the title block as above, the first paragraph still begins: "The annual meeting of the Board of Directors of Association X was held on August 2, 2010, at 1:30 PM, at the office of Y, [address].")

Is there something that I might be missing here? Is it a bad idea for some legal or parliamentary reason to add headings and such? After making the changes, it aids readability a lot.

[hmtcastle]

Is there something that I might be missing here? Is it a bad idea for some legal or parliamentary reason to add headings and such? After making the changes, it aids readability a lot.

As long as the organization doesn't object, you can use different color text, different fonts, fancy paper, etc. Just bear in mind that the next secretary may not be as obsessed concerned with style, and may be less than grateful for the precedent you're setting.

Keep in mind the secretary's rule of thumb: WWMDD?*

*What Would Margaret Duffy Do?

[David A Foulkes]

On another note, after I sent out the draft of the minutes, the comments started pouring in. One of them actually clarified an understood action the board took, so that was substantive, and I incorporated the change. (Yes, I know there's a whole other thread about making changes to the minutes outside of a meeting, but the board specifically wanted the draft minutes distributed to the membership, and they wanted the minutes to be accurate.

I suppose if you, as Secretary, determined that what this one member told you was really what happened contrary to what your draft included (and why was your version different??? you were there, and taking notes, right?) this might be acceptable. I have a mild concern that, with all the comments "pouring in", the "accuracy" of your draft might remain in (and be called into) question as you selectively (at your discretion) incorporate these individual corrections based on the recollection of other members separately matched against your own of what really happened at the meeting.

Further, when your "final" draft is presented to the membership (prior to or at the next meeting), Member A may (may, I say) propose a correction to the correction you received via email from Member B (unbeknownst to Member A, who merely thinks you got it wrong), and now you're back to having corrections offered, debated and voted upon, and little meeting time has been saved.

I suppose, in a sense, this is tantamount to having a Nominating Committee prepare a list of candidates in advance of the election meeting. At the meeting, nominations from the floor are also considered, should anyone not be pleased with what the NC has presented. Do most of the work outside the meeting, and polish it up in the end. And yet, I have still to come across anything in RONR that suggests, implies, or promotes the tendering of corrections to the Secretary in advance of the next meeting. Nor have I read anything in RONR that expressly prohibits it. So, if it is not disallowed, it must be therefore allowed. And we sally forth into the arena of personal preference and opinion, and possibly the manner of custom that RONR honors so.

[Guest Nancy N.]

I'd just like to emphasize that draft minutes should be prominently labelled "draft" (or some synonym).

[hmtcastle]

I'd just like to emphasize that draft minutes should be prominently labelled "draft" (or some synonym).

Such as "on tap"?