WEBVTT 00:00:02.310 --> 00:00:13.680 Hello, this is Eliza Kragh and we're here today with Mark Apodaca who is an expert in parliamentary procedure. 00:00:13.880 --> 00:00:18.780 Today we will be discussing The Role of a Secretary. 00:00:19.980 --> 00:00:24.360 Mark, please share with us about the role of a secretary. 00:00:26.330 --> 00:00:27.690 Okay. 00:00:30.680 --> 00:00:45.940 Often the bylaws and policy procedures will list the responsibilities of a secretary. 00:00:49.040 --> 00:00:59.190 Some bylaws will have a long list of responsibilities and some will have three listed. 00:01:01.530 --> 00:01:18.530 I have seen both where either bylaws or policy procedures will list the responsibilities. 00:01:21.060 --> 00:01:38.860 Robert's Rules of Order, itself, has a list of some of the responsibilities, but it is important to know what your governance documents mention about the role itself. 00:01:41.590 --> 00:01:46.410 It also includes what a secretary can do and cannot do. 00:01:48.710 --> 00:02:00.440 One good example is when going to a business meeting where the secretary shows up but the president or vice president has not, 00:02:00.860 --> 00:02:12.760 the secretary can start the meeting until the president or vice president shows up to take over, which can happen. 00:02:13.690 --> 00:02:27.140 Another thing is it's important during the meeting to always have both president and secretary there, as it is required in RONR. 00:02:30.740 --> 00:02:40.060 I have seen some secretaries write a 35 page paper of minutes. 00:02:41.590 --> 00:02:57.590 It is not necessary to make a story of what happened during the meeting about they said this, they said that and so on. 00:02:57.590 --> 00:03:00.430 That is not required for minutes. 00:03:02.040 --> 00:03:16.330 The result, the motion, seconded - for seconded, you don't need the name of the person, but do need the name of who made the motions. 00:03:16.330 --> 00:03:21.130 Do not include the debate of who said what. 00:03:21.880 --> 00:03:38.430 Then vote - the vote must show the numbers to support or against / passed or failed. 00:03:38.610 --> 00:03:52.990 All motions or action items that were proposed must be in the minutes so we will not forget that they happened. 00:03:54.830 --> 00:03:56.680 That is the basic role. 00:03:59.060 --> 00:04:06.480 I am going to pull up a powerpoint to show some rules from RONR. 00:04:42.090 --> 00:04:52.490 The responsibilities of a secretary in RONR 47:33 - that is where you will find it. 00:04:56.060 --> 00:05:06.160 Number 1 is the most important one and that is to keep a record of the minutes. 00:05:09.230 --> 00:05:28.640 What the secretary puts down and then when it is approved or accepted as is or with corrections, the minutes become a legal document. 00:05:29.830 --> 00:05:45.990 Often in court, the judge will ask to see the minutes and if you do not provide the minutes or if it is not in the minutes, the judge will deny. 00:05:47.860 --> 00:05:52.710 The second thing is to keep a file of all committee reports. 00:05:56.330 --> 00:06:16.460 It is important that the organization has committees and most popular is finance, governance, or strategy plan of the members, and fundraising. 00:06:16.610 --> 00:06:33.590 All those committees are very important and they meet in between board meetings: board meeting, committee meeting, and then board meeting. 00:06:33.980 --> 00:06:44.060 Each of those committees will give the secretary the minutes, reports from their meeting. 00:06:44.530 --> 00:06:55.280 The secretary is responsible to review them and make sure that they are in order to put them in files. 00:06:57.890 --> 00:07:12.960 The reason is that, for example, you are on the fundraising committee and I'm on the finance committee - two different committees, 00:07:13.860 --> 00:07:27.010 now I want to know as a board what is up with the other committee that I'm not involved with when the next board meeting comes up? 00:07:27.990 --> 00:07:38.090 The board will get a copy of the committee minutes and report to review. 00:07:38.240 --> 00:07:51.310 I may have some questions about the fundraising committee that you as chair of the finance committee can answer. 00:07:51.310 --> 00:08:06.890 While reading the reports and there are no questions, then the president or the chair will state "any questions about the minutes from the fundraising committee?" 00:08:07.280 --> 00:08:18.440 If there are no questions, then file it and move on since reading it is not required. 00:08:19.140 --> 00:08:22.560 So that is another important role of the secretary. 00:08:23.910 --> 00:08:35.410 The fourth one is to keep a list of all the members. 00:08:40.930 --> 00:09:04.030 For example, suppose that an organization has 500 members and the secretary must notify all 500 members about the upcoming annual meeting. 00:09:07.160 --> 00:09:16.030 If the secretary sends it out and misses 10 people, you cannot have a meeting. 00:09:17.560 --> 00:09:19.390 Oh, really? 00:09:19.440 --> 00:09:30.330 Oh no! Every member on record must get notice that there is a meeting. 00:09:31.640 --> 00:09:49.460 If you miss one member, you cannot have a meeting because they object "they had a meeting and voted on it but I was not there because I did not get notice." 00:09:50.290 --> 00:09:53.630 It could become a legal issue. 00:09:56.440 --> 00:10:15.990 I remember one organization where a group of members came together and they invited officers but the officers refused to come 00:10:17.210 --> 00:10:40.090 and what they decided was that the officers refused to follow, so they saw a lawyer and the lawyer asked the first question if they kept a list of all the members' names. 00:10:41.410 --> 00:10:46.490 Did you contact all those members - ALL the members? 00:10:48.780 --> 00:10:59.530 The person who set the meeting admitted no, so the lawyer could not do anything. 00:10:59.680 --> 00:11:07.960 Your meeting is null and void because not all the members were aware of the meeting. 00:11:09.930 --> 00:11:20.260 When you pay dues to be a member, you have every right to know when the meeting is happening. 00:11:20.260 --> 00:11:30.230 That is an important role of the secretary to make sure that the list of members is always updated. 00:11:32.380 --> 00:11:47.540 The fourth one is the minutes must be available to those that ask for them and you cannot abuse it. 00:11:48.690 --> 00:12:16.680 I have seen minutes that are required by RONR to be shown, especially if special rules of order state otherwise, unless the special rules of order are silent on it, 00:12:16.990 --> 00:12:31.030 then RONR states that you must provide them if I approach the secretary of that organization to see the meeting minutes, which you have to show. 00:12:31.030 --> 00:12:41.680 It is nicer and saves time and headache if the minutes are put on the organization's website and are right there to read 00:12:41.890 --> 00:12:49.160 and then if you have questions, go to the next meeting and bring it up. 00:12:49.160 --> 00:12:49.890 The next one will be: 00:12:58.960 --> 00:13:11.680 Notify the officers and member delegates of their election appointment, give the documents to the committee, 00:13:14.680 --> 00:13:26.590 require a performance of jobs, and have everything ready to hand over. 00:13:26.590 --> 00:13:49.040 Number six is credentials - go to the organization line and sign delegates' credentials and give to someone with a badge or delegate to go in and sign. 00:13:52.230 --> 00:13:58.780 Number seven, sign all certified copies of actions of the organization. 00:13:59.140 --> 00:14:17.130 What they vote on and motion that was passed, the action taken must be certified by documenting it in the minutes to certify that action. 00:14:19.430 --> 00:14:30.640 Keep good records, books, bylaws, special rules and all those document amendments with proper records. 00:14:34.090 --> 00:14:46.840 Number nine is to send members notice of the next meeting. 00:14:48.160 --> 00:14:57.780 If you miss one, then you cannot really have the meeting because all must receive notice. 00:14:58.560 --> 00:15:09.760 Number ten is to prepare, really work with the president or whoever is running the meeting to develop the agenda, order of business. 00:15:12.980 --> 00:15:20.480 Just sit down with the managing officer to help develop those and plan for the next meeting. 00:15:22.860 --> 00:15:26.610 The last one is when you have an absent president and vice president, 00:15:26.910 --> 00:15:45.640 the secretary can call the meeting to order until someone is elected to chair the meeting - pro temp. 00:15:47.660 --> 00:16:00.110 Those are some of the responsibilities from RONR that are not all in the bylaws. 00:16:02.660 --> 00:16:15.190 minutes, giving members notice, and lastly keeping an updated members list. 00:16:15.190 --> 00:16:24.330 Those are the important functions and to gather reports to send out for the board to review. 00:16:27.260 --> 00:16:34.510 Those all are basic responsibilities of the secretary. 00:16:36.630 --> 00:16:50.730 It is worth keeping documents of any bylaw amendments because if you do not document them in the minutes, it means they never happened. 00:16:52.760 --> 00:16:59.680 unless you make corrections to the minutes. 00:16:59.680 --> 00:17:15.090 If there are no corrections and the minutes are accepted, then that means you can go back and make corrections in the minutes back in time. 00:17:15.710 --> 00:17:18.410 It does not stop there. 00:17:18.410 --> 00:17:20.530 Is there a time limit? 00:17:20.660 --> 00:17:21.830 No, there is no time limit. 00:17:25.080 --> 00:17:43.230 Again, just one organization with 10-12 years amendment after amendment every two years and you're talking about 5 business meetings, 00:17:43.340 --> 00:17:53.880 records amended in minutes but you have nothing, which means it did not happen. 00:17:54.030 --> 00:18:04.430 It means you have to go back to the beginning and follow the original bylaws. 00:18:05.130 --> 00:18:09.440 Some organization secretaries do not keep good records. 00:18:10.180 --> 00:18:21.590 I am a member of an organization and I'm never informed of when my membership is due. 00:18:22.480 --> 00:18:32.480 I mean, they inform me that they have a business meeting coming, but my membership dues expired two years ago and I've been waiting for it. 00:18:33.410 --> 00:18:41.560 So if I come to the meeting, technically I am not a member. 00:18:41.810 --> 00:18:56.080 One organization has "lifetime members" and they kept records of those members who paid up for lifetime members. 00:18:57.430 --> 00:19:09.540 For those who did not want lifetime membership and prefer yearly renewals, there are no records of those members. 00:19:15.040 --> 00:19:26.340 I ask you to call a meeting and you only list the lifetime members—what about all the rest of the members? 00:19:27.290 --> 00:19:35.890 They are members and no notice, no records, nothing? 00:19:35.890 --> 00:19:37.790 The secretary did not do their job. 00:19:42.360 --> 00:19:52.210 Yeah, I have seen some meetings where the secretary used their phone and took notes. 00:19:52.580 --> 00:19:53.440 Their phone? 00:19:56.280 --> 00:20:00.510 I have a notepad so I fill it in properly. 00:20:06.740 --> 00:20:23.830 I would encourage using a laptop during board meetings or annual meetings to finish it and send it to those board members. 00:20:24.140 --> 00:20:32.410 You know that many organizations will establish a committee with three people to review the minutes, 00:20:34.080 --> 00:20:47.330 because if the conference or annual meeting is one year from now, it means the secretary will type it all up and hold it for one year? 00:20:47.880 --> 00:20:51.380 You think people will remember what happened one year ago? 00:20:53.490 --> 00:21:03.230 So set up a committee, ad hoc committee, and they will receive the minutes from the secretary and 00:21:03.390 --> 00:21:12.480 they will review and approve it and will inform the secretary and board president that they are accepted 00:21:12.480 --> 00:21:22.930 Then at the next board meeting, the board approves the minutes that were reviewed for the next annual meeting, 00:21:23.990 --> 00:21:29.910 During the next annual meeting, members do not need to approve the minutes 00:21:30.960 --> 00:21:39.510 because the committee already did the work and will let you know that the committee finished. 00:21:39.630 --> 00:21:46.310 You picked the people last year to review everything, all good, then finished and passed by the board. 00:21:47.160 --> 00:21:52.190 That will be in the procedure policy guidelines. 00:21:58.590 --> 00:22:03.160 Again, it is very important to keep a copy of the minutes. 00:22:05.440 --> 00:22:15.880 I have seen some secretaries with two years of no minutes who then decide not to run again 00:22:18.760 --> 00:22:21.790 and they do not give the minutes to the next secretary. 00:22:25.830 --> 00:22:27.940 They need the minutes! 00:22:28.010 --> 00:22:30.090 It is supposed to be passed on. 00:22:30.230 --> 00:22:32.210 Some organizations forget that. 00:22:34.890 --> 00:22:44.590 It is not good and organizations should have a centralized place with all governance documents and all the minutes and everything. 00:22:44.860 --> 00:22:58.560 Have a safe place for it and you can use it in the future if something legal comes up and you need to review past events, then it is ready right there. 00:22:59.430 --> 00:23:08.510 But some organizations are not very careful and they lose it in the cracks. 00:23:12.380 --> 00:23:13.230 It is not good. 00:23:14.730 --> 00:23:18.360 What happens if you lose the meeting minutes? 00:23:20.630 --> 00:23:23.360 It can mean the meeting never happened. 00:23:27.830 --> 00:23:30.930 Very important to have the minutes. 00:23:28.330 --> 00:23:31.440 Really, you had a meeting and where are the minutes? 00:23:32.760 --> 00:23:43.490 Where are the minutes? Minutes should open with the name of the organization, call to order, time, date, and so forth, 00:23:44.940 --> 00:24:00.780 to meet quorum, reports, motions, new business, adjournment—simply all there. 00:24:02.090 --> 00:24:21.380 No minutes? Hello, where's the proof? You have quorum, the minutes show if you meet quorum, motions passed, 00:24:22.890 --> 00:24:26.810 If we do not have the minutes, technically the meeting never happened. 00:24:29.580 --> 00:24:35.040 The court will say nothing, which means the courts will not waste their time. 00:24:38.140 --> 00:24:41.460 If you do not list it, then it never happened. 00:24:46.310 --> 00:24:50.590 That is the basic role of the secretary. 00:24:51.280 --> 00:25:01.540 I have been secretary for one parliamentary organization and I had the role of the secretary and treasurer 00:25:03.180 --> 00:25:14.890 so I had to oversee and document everything about parliament, president, members, and I had to write everything depending on interpreters. 00:25:15.340 --> 00:25:21.210 I would list motions, seconds, votes passed and so forth until it is finished, 00:25:22.040 --> 00:25:34.790 and then present it to members for review and acceptance, make corrections if needed, and then sign and file it. 00:25:34.790 --> 00:25:41.090 So if the national organization wants to see a copy of the minutes, then you must have them ready. 00:25:43.880 --> 00:25:51.640 That parliamentary organization is very specific and detailed in making sure everything is there. 00:25:54.240 --> 00:26:02.690 If the bylaws are there, then it is worry free. 00:26:04.930 --> 00:26:08.840 If you do not have it, then oh boy. 00:26:11.260 --> 00:26:14.960 That is basically about the role of secretary, which is important. 00:26:16.140 --> 00:26:34.230 It is nice if the secretary has some writing skills, maybe take a class at college or an extended program on how to write better minutes 00:26:35.180 --> 00:26:41.010 and it is not about storytelling skills. 00:26:43.410 --> 00:26:51.180 Many come in with no idea what their role is and what they should fill out. 00:26:52.780 --> 00:26:57.740 It is often that I will nudge the secretary that they do not need a story, 00:26:57.740 --> 00:27:04.060 just document specific things and follow RONR and that is it. 00:27:07.710 --> 00:27:14.160 To basically sum it up, the role and responsibilities of a secretary is to 00:27:14.180 --> 00:27:20.940 make sure that everything is documented, all actions that happened, 00:27:22.360 --> 00:27:24.980 Vote passed or failed. 00:27:20.980 --> 00:27:23.540 not a story. 00:27:25.380 --> 00:27:30.240 Satisfy quorum, who is there, 00:27:31.980 --> 00:27:38.210 If president and vice president are not there, the secretary can start the meeting, 00:27:39.060 --> 00:27:48.090 can make sure to inform ALL members ahead of the meeting, 00:27:49.110 --> 00:28:00.880 needs to make sure they keep records of all meeting minutes in files ready to provide to the board or members when requested 00:28:02.060 --> 00:28:09.210 and have all committee reports in files too. 00:28:12.840 --> 00:28:18.210 That basically covers the responsibilities of the secretary? 00:28:19.930 --> 00:28:26.530 Yes, if it's too much, often they will have an assistant secretary. 00:28:27.290 --> 00:28:38.310 not a board member, that can help the secretary work with duties if they are overwhelmed. 00:28:38.310 --> 00:28:52.160 We've talked about small organizations, but if a huge organization with maybe 5000 members, then the secretary needs an assistant to help. 00:28:53.830 --> 00:28:56.690 Again, it depends on the size, if large or small. 00:29:00.440 --> 00:29:07.580 Because meeting minutes are a legal document, that is a very big responsibility for the secretary 00:29:08.180 --> 00:29:15.210 and that is why it is so important for the secretary to know what needs to be involved in the meeting minutes. 00:29:15.210 --> 00:29:26.810 For those secretaries that have no idea on how to develop minutes, they have several different options and can go online to learn more about templates. 00:29:31.490 --> 00:29:39.540 NAP provides examples too, I believe, on what secretary meeting minutes can look like. 00:29:39.590 --> 00:29:44.710 They pretty much look the same with AIP (American Institute of Parliamentarians) 00:29:50.110 --> 00:29:58.080 which has a list of roles and responsibilities and it is the same as RONR 00:29:59.880 --> 00:30:00.280 same 00:30:02.710 --> 00:30:15.590 So I would strongly recommend for those who become secretary to take initiative to start researching themselves 00:30:15.660 --> 00:30:24.530 so they can align with the mission of what the meeting minutes should look like 00:30:24.530 --> 00:30:40.290 A person can go into NAP website, you can get 12th edition or this pamphlet. 00:30:40.760 --> 00:30:42.580 Short and simple. 00:30:42.830 --> 00:30:46.280 These focus on the secretary. 00:30:49.160 --> 00:30:58.610 AIP has different books on how to write effective minutes. 00:31:00.590 --> 00:31:19.190 AIP books can be purchased on Amazon since they do not sell books themselves and refer people to Amazon. 00:31:19.190 --> 00:31:23.960 AIP also has many good resources. 00:31:24.340 --> 00:31:29.130 I use them and I am a member of AIP. 00:31:31.180 --> 00:31:43.180 NAP has a website that you can go into their book store and look for any information about secretary like this pamphlet. 00:31:44.660 --> 00:31:45.530 Another one is: 00:32:01.890 --> 00:32:01.910 which is also sold on Amazon. 00:32:06.980 --> 00:32:23.690 The person who wrote this is certified by both NAP and AIP organizations, so they combined them into one and all the information should be in this. 00:32:24.560 --> 00:32:26.090 It is easy to read and follow. 00:32:27.340 --> 00:32:40.440 So I would encourage all the organization secretaries to get those books and become a great secretary. 00:32:40.440 --> 00:32:47.690 So resources are available out there and people just have to take the initiative and have the passion for it. 00:32:48.430 --> 00:32:55.160 I am always looking at different ways to improve 00:32:57.010 --> 00:33:05.730 to improve my understanding in finances, in non-profits, with grants and multiple other things. 00:33:06.110 --> 00:33:15.960 I research and find resources because I want to know what my role is and how to do it. 00:33:17.860 --> 00:33:22.510 It is an investment into my education and I make sure to practice it. 00:33:23.160 --> 00:33:28.810 It is worth it and you become an extremely valuable member of the community. 00:33:31.210 --> 00:33:37.130 That would be very beneficial not just for the secretary but for the organization itself, 00:33:37.290 --> 00:33:44.890 so if anything comes up, then you are ready to provide because the secretary does their job. 00:33:45.210 --> 00:33:49.790 That is right. Do it right if you want to do it. 00:33:50.780 --> 00:33:55.710 Right, and then not have to go back and fix everything. 00:33:57.640 --> 00:34:12.480 Yes, I have often seen secretaries type and then learn that they do not need all those things and delete what is not required, 00:34:12.610 --> 00:34:15.630 clean it up and then present it to the members for approval. 00:34:17.660 --> 00:34:22.830 That is a great option to know that you can go back and clean up so you can go forward. 00:34:23.860 --> 00:34:25.140 Yup, you can. 00:34:26.640 --> 00:34:33.710 That very clearly explains the specifics of the role and responsibilities of the secretary. 00:34:34.180 --> 00:34:45.580 I hope this will help improve meeting minutes out there to make it easier for all to understand exactly what happens. 00:34:46.990 --> 00:34:48.730 Thank you, Mark, for the clarification. 00:34:51.310 --> 00:34:52.440 Thank you.