CHAPTER

16

SECRETARY

CHAPTER CONTENTS

A. The Role of the Secretary

B. Send Out the “Call” or Notice of Meetings

C. Prepare Order of Business for the Presiding Officer

D.Duties at a Meeting

1. Read Minutes, Correspondence, and Resolutions to the Assembly

2. Record Motions

3. Assist with Voting

E.Prepare Draft Minutes

1. First Paragraph

2. Body of Minutes

a) Reports

b) Main Motions Only

c) Exception: Secondary Motions When Main Motion Carried Over to Another Meeting

d) Exception: Secondary Motions Needed for Clarity

e) Votes, Notices of Motions, Points of Order, and Appeals

3. Last Paragraph

4. Signature

F. Correction and Approval of Minutes

G.Duties Outside Meeting

A. THE ROLE OF THE SECRETARY

As secretary, you have a number of important responsibilities before each meeting, during the meeting, in preparing minutes of the meeting, and outside of meetings.

B. SEND OUT THE “CALL” OR NOTICE OF MEETINGS

Whenever notice of a meeting is to be sent to the group, it is your job as secretary to send all members the “call” in advance of the meeting, with information about its date, time, and place. Whether a call must be sent in advance of a meeting depends on the practices of the organization, how the meetings are scheduled, and how frequently they are held.1 [RONR (12th ed.) 9:1–5, 47:33(9).]

When there is a duty or established custom of issuing a call for the meeting, any member who wishes to give “previous notice” of a motion he or she intends to propose at that meeting may send the notice to you beforehand, and you must include it in the call at the group’s expense. [RONR (12th ed.) 10:51.]

C. PREPARE ORDER OF BUSINESS FOR THE PRESIDING OFFICER

Before the meeting, based on the draft minutes from the last meeting, you should prepare a memorandum for the presiding officer that lists each item that is scheduled to come up, in proper order. For example, if a committee was instructed to report, a particular motion was postponed to this meeting, and the previous meeting adjourned while another motion was still pending, your memorandum might look like this, in relevant part:2

D. DUTIES AT A MEETING

You should bring with you to every meeting:

a) the official membership roll;

b) a list of existing committees and their members;

c) the bylaws, special rules of order, and standing rules; and

d) recent minutes.

If both the president and vice-president are absent, it is your duty as secretary to call the meeting to order, and immediately to call for nominations and conduct an election of a temporary chairman.4 [RONR (12th ed.) 47:11(3), 47:33(11).]

1. Read Minutes, Correspondence, and Resolutions to the Assembly

Toward the beginning of the meeting, when directed by the chair, you read the minutes to the group. [See p. 14.] During officers’ reports, when it comes time for the Secretary’s Report, you read to the group any letters received. Throughout the meeting, you may be called upon to read to the group the text of motions, especially longer resolutions. [RONR (12th ed.) 4:5, 4:15(c).]

2. Record Motions

Both for the sake of the minutes and to assist the chair during the meeting, you must get down the exact wording of motions, especially main motions and amendments. You should not hesitate to ask the chair to have a motion repeated, or to ask the chair to exercise his or her authority to require that a main motion, an amendment, or instructions to a committee be put in writing. [RONR (12th ed.) 4:18.]

3. Assist with Voting

If a vote is counted, you may be called on to help the presiding officer do the count. [RONR (12th ed.) 4:51.]

If roll-call votes are ever used in your organization, you must become familiar with the procedure for conducting them, in which the secretary has the key role. (That procedure is described in RONR in 45:47–54.)

E. PREPARE DRAFT MINUTES

The duty people most commonly think of in connection with the secretary is drafting the minutes, or official record, of each meeting. Frequently, secretaries make unneeded work for themselves by putting far more into the minutes than is required or appropriate. The most frequent mistakes are trying to summarize the reports offered and arguments made in debate, and including all of the amendments and other secondary motions. In fact, in standard form the minutes should generally include only what was done, not what was said. [RONR (12th ed.) 48:2.]

They should include the text of main motions as they stood when finally voted on. With a couple of exceptions (to be described shortly), they should not include the text of secondary motions.5

The form for standard minutes is divided into four parts: the first paragraph, the body, the last paragraph, and the signature.

1. First Paragraph

The first paragraph of the minutes should include:

1) kind of meeting (e.g., regular or special);

2) name of organization or assembly;

3) date, time, and (unless always the same) place;

4) presence of president and secretary or names of their substitutes; and

5) whether minutes of previous meeting(s) were read and approved, or “approved as corrected.” The corrections themselves should be made in the minutes being corrected, and not further described in the minutes of the meeting at which they are corrected.

2. Body of Minutes

The body of the minutes should have a separate paragraph for each subject matter. It should never include the secretary’s opinion on anything said or done (for example, do not write, “X gave an excellent report on.…”). The name and subject of a guest speaker or other program may be given, but no summary of the talk.

a) Reports. The minutes do not include the contents of the reports of officers or committees, except as may be necessary to cover motions arising out of them. An example of how the minutes should describe reports without motions is: “Reports were given by President Darian Will, Vice-President Roxana Arthur, Secretary Jolan Davis, Treasurer Jose Rhinehart, and Karen Wilson, Chairman, on behalf of the Education Committee.” An example of how the minutes should treat a report with a motion is: “Dennis McAuliffe, reporting on behalf of the Membership Committee, moved ‘that Stacie Johnson be admitted to membership in the Society.’”

b) Main Motions Only. All main motions which are moved during the course of a meeting (excepting only those which are withdrawn by the maker) should be recorded in the minutes. With the two exceptions about to be discussed, the minutes should contain the text only of main motions, whether adopted or defeated. In the case of all main motions, the name of the mover—but not the seconder—should be given.

The text of each main motion should be recorded in the minutes, using the wording of the motion immediately before it was finally voted on or otherwise disposed of. This wording will incorporate any amendments that were adopted during the main motion’s consideration. The minutes should say whether the motion was adopted or lost “after debate,” “after amendment,” or “after debate and amendment.” In the normal case of a main motion that was finally voted on or otherwise disposed of at the meeting, the minutes should not include any further information about proposed amendments, whether or not they were adopted.

c) Exception: Secondary Motions When Main Motion Carried Over to Another Meeting. The first of the two exceptional cases in which amendments or other secondary motions are separately reported in the minutes occurs when a main motion is carried over to a later meeting. Then the minutes include the main motion as it stood at the time, together with any pending amendments or other secondary motions carried over with it, as well as the motion that caused it to be carried over. For example:

d) Exception: Secondary Motions Needed for Clarity. The second exception occurs when it is necessary to make reference to a secondary motion for clarity and completeness, such as “a ballot vote having been ordered, the tellers reported.…”

e) Votes, Notices of Motions, Points of Order, and Appeals. Other items that should be in the body of the minutes are these:

Votes:

• Content of any notices of motions given to provide “previous notice” that the motions will be considered at the next meeting; and

Points of Order and Appeals, whether sustained or lost, together with the reasons given by the chair for his or her ruling. [RONR (12th ed.) 48:4(9–10).]

3. Last Paragraph

The last paragraph should give the time of adjournment but need not list the mover or fact of adoption of any motion to Adjourn. It should read simply, for example, “The meeting adjourned at 7:18 p.m.”

4. Signature

The minutes should be signed by the secretary and, if the group wishes, the president. There is no need to include, “Respectfully submitted.”

A helpful sample set of minutes is found in 48:8 of RONR, and it is advisable for any newly elected secretary to review, and later refer to, the more detailed treatment of minutes in that book. [RONR (12th ed.) 48:1–16.]

F. CORRECTION AND APPROVAL OF MINUTES

It is important to recognize that the minutes you draft are only proposed minutes, which do not become the official record of proceedings until approved, perhaps with corrections, by the organization. Often the secretary will send copies of the draft minutes out in advance of the meeting at which they are to be approved, typically with the call, but it is advisable to label them “draft” to help members to remember that they may yet be corrected before being approved.

Any corrections made to the draft minutes at the meeting at which they are approved are made in the text of the minutes being approved. The minutes of the meeting at which the corrections are made should merely indicate that the minutes were approved “as corrected,” without specifying the corrections. [RONR (12th ed.), 48:4(5); see also q. 16 on p. 121 of this book.]

G. DUTIES OUTSIDE MEETING

It is your job to keep the official records of the group. These include the bylaws, special rules of order and standing rules, minutes, membership roll, and committee reports. You must make the minutes available for inspection by the members at reasonable times and places, and provide committees with any documents necessary for their work.

It is also your responsibility to conduct the group’s official correspondence, including officially notifying officers, committee members, and convention delegates of their election or appointment.

As secretary, you may also need to certify with your signature acts of the organization, and sometimes the credentials of delegates representing the group at a convention. [RONR (12th ed.) 47:33.]

Footnotes to Chapter 16

1. For the details, see RONR (12th ed.) 9:1–9:3.

2. Reading Chapter 2 of this book will help you to make sense of this example. RONR (12th ed.) 47:33(10).

3. This is actually an example of a “general order.” General (and special) orders are described in RONR (12th ed.) 41:40–57.

4. The method for conducting such an election may be that described in RONR (12th ed.) 46:37–41.

5. The use of a recording device by the secretary can be helpful in preparing the minutes, but a transcription from it should never be used as the minutes themselves.