Board Meeting Minute Format Requirements by Laura V. Kwiatkowski, Esq.

Published October 21, 2001

Q:   I am a new Member of my Homeowners Association's Board of Directors.   Are there any requirements for the preparation or format of Board meeting minutes and who is entitled to receive copies of the Board Meeting minutes?

A:   In general, the board member who holds the position of  Association Secretary is responsible to see that official minutes are prepared and kept as part of the Association's official records.  In reality, if you are a professionally managed Association, ordinarily the Association's management company representative will prepare the official minutes of the Association's Board Meetings, for review and approval by the Board.  However, even if you are not professionally managed, there are certain basic guidelines to follow for the preparation and format of minutes.

First understand that the purpose of minutes are to record the events of the meeting, the business transacted, and to preserve the voting records of the Directors.  Official Minutes are presumed to be evidence of those things that occurred at the meeting.  Board Meeting Minutes would consist of two types: Regular and Executive Session Board Meetings. Generally, minutes should record the  following items:

• Time and place of the meeting
• Statement that notice was duly sent and the meeting was duly called
• Names of those  present at the meeting and names of those absent
• Quorum statistics
• Reading, corrections and approval of minutes of the previous meeting
• Record of business transacted at the present meeting
• Resolutions adopted
• Record of Vote for each item (include names of who voted in favor, who opposed, and who abstained unless vote is unanimous)
• Report of officers and committees (if any)
• Adjournment
• Signature of secretary or other appropriate officer.

It is important to understand the Board Meeting minutes are not part of the official records of the Association until they are formally approved by the Board.       

The Board may meet in Executive Session  to consider litigation, matters related to the formation of contracts with third parties, member discipline and/or personnel matters. However, under California Civil Code § 1363.05(d), only "Members" of the association are entitled to minutes of Regular Board Meetings, not Executive Session Board Meetings.  Either the approved Minutes, a draft copies of the Minutes, or a summary of the Minutes are required to be made available to a Member, upon request, within 30 days of the Meeting, provided the Member  reimburses the association for the cost of distributing the Minutes.  "Member" of an association is typically defined as a record title owner of property within the association. 

Laura V. Kwiatkowski is a member of the Community Associations Institute (CAI) and is a San Diego attorney.  Readers can visit the CAI website at www.cai-sd.org and can get their condominium or homeowners association questions answered by calling the Community Associations Institute at (619) 299-1376 or e-mail at q&a@cai-sd.org.

Back to S.D. Union Tribune Article List