Nonprofit board meeting minutes template
A board meeting minutes template for nonprofit boards, with attendance, quorum, each motion and its vote, action items and the lines the secretary and the board sign off. Answer three questions and copy or download it. It is free, and there is nothing to sign in to.
Your board meeting minutes
# [Organization name] Board of Directors ## Regular meeting: Minutes **Date:** [Date] **Location:** [Address or video link] ### Attendance **Directors present:** ___ **Directors absent:** ___ **Staff and guests:** ___ **Quorum:** With __ of __ voting directors present, the presiding officer declared that a quorum was present as required by the bylaws. ### Call to order The meeting was called to order at ___ by [Chair], presiding. [Secretary] recorded the minutes. ### Approval of prior minutes Motion by ___, seconded by ___, that the minutes of the [prior meeting date] meeting be approved as presented / as corrected. Vote: For __, Against __, Abstain __. Carried / Failed. ### Consent agenda Motion by ___, seconded by ___, that the consent agenda be approved. Vote: For __, Against __, Abstain __. Carried / Failed. Items pulled for discussion: ___ ### Reports - **Executive director report:** [one-line summary]. Received for information. - **Finance and treasurer report:** [one-line summary; period ending ___]. Motion by ___, seconded by ___, that the financial report be accepted. Vote: For __, Against __, Abstain __. Carried / Failed. - **Governance / nominating committee:** [one-line summary]. - **Development / fundraising committee:** [one-line summary]. - **Programs committee:** [one-line summary]. ### Old business [Item carried from the last meeting]: [one-line summary of what was decided or deferred]. ### New business and decisions **[Topic].** Summary of the discussion: ___ Motion by ___, seconded by ___, that ___. Vote: For __, Against __, Abstain __. Carried / Failed. **[Topic].** Summary of the discussion: ___ Motion by ___, seconded by ___, that ___. Vote: For __, Against __, Abstain __. Carried / Failed. ### Action items | What | Who | By when | | --- | --- | --- | | ___ | ___ | ___ | | ___ | ___ | ___ | ### Executive session The board entered executive session at ___ to discuss ___. Staff and guests left the meeting. The board returned to open session at ___. [Record any action taken in executive session here, or note that it is recorded separately.] ### Adjournment There being no further business, motion by ___, seconded by ___, to adjourn. Carried. The meeting adjourned at ___. **Next meeting:** [Date, time and location] --- Submitted by ___, Secretary Approved by the board on ___ _This template is a starting point. Your bylaws and state law decide quorum, notice, voting and what the record must contain; when they differ from this template, follow them._
What board meeting minutes must contain
Board meeting minutes are the legal record of a meeting: proof that the board met with a quorum, what it decided, and who agreed to do what afterwards. They are not a transcript. They record actions, not conversation, and they are the document an auditor, a regulator or a court will read to learn what the board did.
Minutes a nonprofit board can rely on contain:
The secretary drafts the minutes, as soon after the meeting as they can, and the board approves them by motion at its next meeting. Until that vote they are a draft. Quorum, how votes are recorded and what an executive session may cover are set by your bylaws and by state law. This template is a starting point for your own minutes, not legal advice.
How Karma Compass does this for you
In Karma Compass, the Minutes Agent drafts the minutes from your notes, a transcript or a recording. It writes up who attended and whether there was quorum, records each motion and how the vote went, and lists the action items with an owner and a due date.
The draft goes to the secretary to review and adopt. The secretary edits it, and until they adopt it the minutes stay a draft; once adopted, the decisions are added to the board’s record. Read more about AI board meeting minutes.
Nothing becomes official until someone on your board with the authority to approve it does. The agents prepare the work; your board makes the decisions. See who approves what.
Questions boards ask
Who approves board meeting minutes?
The board does, by motion, usually as the first item of business at the next meeting. Until then the secretary’s draft is only a draft. Directors may ask for corrections before the vote, and the minutes are then approved as presented or as corrected. Once approved they are the organization’s official record of that meeting. Your bylaws may say more about who signs them; check them.
Do minutes need to record how each director voted?
Not usually. Most minutes record the motion, who made and seconded it, and the result, with a count of votes for, against and abstaining. Recording each director by name is required by some bylaws and state laws, and a director may ask that their vote or abstention be recorded by name, which the minutes should honour. Check your bylaws and state law.
How much detail should board minutes include?
Minutes record what was done, not what was said. For each item, note the motion, the vote and the decision, with a one-line summary of the discussion where it helps explain why. Leave out who said what, opinions and verbatim debate. Detailed minutes are harder to approve, and in a dispute they are read as the record of the board’s reasoning.
What goes in the minutes of an executive session?
The open-session minutes record that the board went into executive session, at what time, for what general purpose, and when it returned. Anything decided in executive session is recorded either in the open minutes or in a separate confidential record, depending on your bylaws and state law. A decision that is never recorded anywhere cannot be relied on later.
How long must a nonprofit keep board minutes?
Permanently, in practice. Board minutes are part of the organization’s legal record and are among the documents a regulator, an auditor or a funder may ask to see. Keep approved minutes with the signed attendance record and any reports the board acted on. Your state law and your document retention policy set the rule; check both.