Believe it or not, the minutes of your association’s board meetings are every bit as important as the issues discussed and the decisions made. They provide transparency and accountability for the board and a reference for current and future residents. Minutes also help maintain administrative clarity and serve as a legal record of your board’s actions. Given all that, let’s take a look at what your minutes should (and should not) include, and a few other key points to know and remember. 

Mandatory Minutes

Most New England states have adopted versions of the Uniform Common Interest Ownership Act (UCIOA), which mandates that associations record and retain minutes of all board and owner meetings, generally making them available for owner inspection within specific timeframes.

Massachusetts is somewhat different. While the state’s Condominium Act (c. 183A) doesn’t mandate taking minutes, that doesn’t mean boards are exempt; most associations are registered as non-profit corporations, which are strictly required by law to maintain records of all proceedings. 

Even if your community is exempt from the legal requirement, says Matthew Gaines, partner at Massachusetts law firm Marcus, Errico, Emmer & Brooks, P.C., “It’s a good idea to keep minutes because they can act as a good source of historical information as well as a to-do list for projects or other items that require follow-up.” Beyond that, minutes are your primary legal shield; without them, you cannot prove business judgment in court, leaving the board vulnerable to claims of arbitrary decision-making.

Furthermore, lenders and insurance carriers have made minutes a practical necessity. Failing to produce them can result in denied mortgages for buyers and spiked premiums for associations. If a decision isn’t recorded in the minutes, in the eyes of the law and the bank, it never happened.

Before the Meeting

Minute-taking is typically the task of the board secretary, that’s not mandatory; sometimes they’re taken by other board members, or even the property management team. According to Gaines, “[In Massachusetts], it is up to the board to decide.” 

Boards often use the minutes of the last meeting to help set the agenda for the current one—another reason why it’s so important to not just record minutes, but to make sure the person tasked with that job is thorough, accurate, and objective. Minutes should focus on objective facts and decisions, not on personal opinions or comments.

Keep it Brief

Minutes should also be brief, summarizing the discussion, and exclude off-agenda topics. They should include the date, time, and location of the meeting, attendance, summary of discussions, action items, financial decisions, any new business, and motions with final decisions captured. 

“Minutes should not be a word-for-word transcript of what was discussed at the meeting,” says Gaines, “rather, they should be a summary of the issues discussed, with notes about any necessary follow-up.” He adds that the board should review the minutes following the meeting to make sure they’re accurate, making any changes that may be necessary. 

Sensitive Information

One key purpose of taking minutes is to maintain transparency and share information with association members. This builds trust, promotes clear reciprocal communication, and helps residents stay engaged with the administration of the community they call home. 

That said, board discussions sometimes involve sensitive personal or legal information that needs to be treated carefully. “For example,” says Gaines, “don’t record the names or specific units of residents who are delinquent in paying their condo fees, or any other confidential information. Also exclude any discussions regarding pending or threatened legal action.” Gaines stresses that it is important that the board review the minutes after the meeting for accuracy before they are made available to owners.

It’s also important for minutes to be organized and stored securely. They can be stored electronically, or as actual hard copies—though if stored digitally, the pros recommend using long-term accessible formats such as PDFs, as software updates can potentially make email or word files unreadable over time. 

While the UCIOA and Massachusetts condo law mandate that minutes be retained for a minimum of seven years, most legal and accounting experts recommend keeping minutes permanently. Because they serve as the “corporate memory” regarding structural changes, historical assessments, and legal precedents, they are often needed decades after they were written. 

Your board has the fiduciary duty to operate in the best interests of your association, and keeping an accurate, timely record of the decisions the board helps make that possible.