How to Record Board Meeting Minutes in Canada + Template

Recording board meeting minutes is important for organizations, especially charities and nonprofits in Canada. These minutes are official records of what was discussed and decided during meetings. Keeping clear and accurate minutes helps ensure everyone knows what’s happening, promotes accountability, and meets legal requirements. In this article, we’ll go over the best practices for recording board meeting minutes and provide a simple template you can use.

Legal Requirements for Board Meeting Minutes in Canada

Understanding the legal requirements for board meeting minutes is essential for Canadian nonprofits and charities. Your organization must comply with federal and provincial laws to maintain good standing and avoid penalties.

Federal Requirements Under the Canada Not-for-Profit Corporations Act (CNCA)

If your nonprofit is federally incorporated under the CNCA, you must:

• Keep minutes of all meetings of members and directors
• Record resolutions passed at meetings
• Maintain these records at the organization's registered office or designated location
• Make minutes available for inspection by directors and members
• Approve minutes at the next meeting or within a reasonable time frame

Provincial Requirements

Each province has its own corporation act with specific requirements:

• Ontario: Nonprofits must keep minutes under the Ontario Not-for-Profit Corporations Act
• British Columbia: The BC Societies Act requires detailed meeting records
• Alberta: The Alberta Societies Act mandates minute-keeping
• Other provinces: Check your provincial legislation for specific requirements

CRA Expectations for Registered Charities

The Canada Revenue Agency (CRA) expects registered charities to:

• Maintain complete and accurate meeting minutes as part of their books and records
• Document all major decisions affecting charitable activities
• Keep records showing board oversight and governance
• Retain minutes for CRA audits and compliance reviews
• Demonstrate that the board meets regularly (at least annually)

Consequences of Non-Compliance

Failing to maintain proper meeting minutes can result in:

• Loss of good standing with provincial or federal corporations registries
• Penalties or fines
• Risk of losing charitable registration status
• Difficulty proving decisions were made properly
• Legal liability for board members
• Challenges defending the organization in disputes

Approval Timeline

Best practices suggest:

• Draft minutes within 48-72 hours of the meeting
• Circulate draft minutes to board members within one week
• Approve minutes at the next board meeting
• Have the chairperson or secretary sign approved minutes within 30 days

Why Are Board Meeting Minutes Important?

Board meeting minutes are essential for several reasons:

1. Following the Law: In Canada, organizations must keep accurate meeting records according to the Canada Not-for-Profit Corporations Act. Having proper minutes protects your organization from legal problems.
2. Being Open and Honest: Minutes show what was talked about and what decisions were made. This is important for members and donors who want to know how the organization is run.
3. Keeping a Record: Good minutes act as a historical record, allowing future boards to look back at past discussions and decisions.

What to Include in Meeting Minutes

To write effective board meeting minutes, be sure to include these key parts:

• Basic Information:
  • Date: When the meeting took place.
  • Time: Start and end times.
  • Location: Where the meeting was held.
  • Attendees: List who was present and who was absent.
• Approval of Previous Minutes: Note whether the minutes from the last meeting were approved and any changes that were made.
• Agenda Items: Clearly list the topics discussed during the meeting.
• Decisions and Actions: Write down what decisions were made and who is responsible for each task, along with any deadlines.
• Discussion Points: Summarize the main points of discussion without getting into too much detail.
• Next Steps: Outline what needs to be done next and any upcoming meetings.
• Signature: Include a line for the chairperson or secretary to sign, showing the minutes are approved.

Who Should Take Meeting Minutes?

Knowing who should record your board meeting minutes ensures accountability and accuracy.

The Corporate Secretary's Role

The corporate secretary typically has the primary responsibility for:

• Taking minutes during board meetings
• Ensuring minutes are accurate and complete
• Distributing draft minutes to board members
• Maintaining the official minute book
• Ensuring minutes are approved and signed

When the Secretary Is Absent

If your secretary cannot attend a meeting:

• The board should appoint someone to take minutes for that meeting
• Record the temporary appointment in the minutes
• This person has the same responsibilities as the regular secretary for that meeting
• Consider having an assistant secretary designated in your bylaws

Can Board Members Take Minutes?

Yes, but consider these points:

• Board members taking minutes may not participate fully in discussions
• It can create a conflict if they need to record their own comments objectively
• The person taking minutes should remain neutral and not advocate for positions

Using Professional Minute-Takers

Some organizations hire professional minute-takers or administrative staff to:

• Record meetings without participating in discussions
• Provide objective, third-party documentation
• Free board members to focus on governance
• Ensure consistent quality across meetings

Note: Professional minute-takers should sign as "recorder" while the secretary or chair signs as "approved."

Best Practices for Minute-Taker Preparation

Before the meeting, the minute-taker should:

• Review the agenda thoroughly
• Understand the topics to be discussed
• Prepare a template with pre-filled information
• Have backup recording equipment ready (if permitted)
• Clarify expectations with the chair about level of detail needed

Common Mistakes to Avoid When Recording Minutes

Avoiding these common errors will help you create better, more useful meeting minutes.

1. Recording Too Much Detail

Mistake: Writing down everything everyone says, including tangential discussions.

Solution: Focus on key points, decisions, and action items. Minutes should summarize, not transcribe.

2. Including Personal Opinions or Bias

Mistake: Using language that shows judgment or opinion (e.g., "John made an excellent point" or "The board wisely decided").

Solution: Use neutral, objective language. Let the facts speak for themselves.

3. Failing to Record Dissenting Votes

Mistake: Only recording that a motion passed without noting opposition.

Solution: Record the vote count or note who voted against a motion. This protects dissenting directors.

4. Not Documenting Conflicts of Interest

Mistake: Failing to record when a board member declares a conflict and leaves the room.

Solution: Always document conflicts of interest, who declared them, and how they were managed.

5. Missing Action Items and Deadlines

Mistake: Recording decisions without noting who will implement them or by when.

Solution: Create a clear action items section with responsible parties and deadlines.

6. Delaying the Drafting Process

Mistake: Waiting weeks to draft minutes, resulting in forgotten details.

Solution: Draft minutes within 48-72 hours while the meeting is fresh in your mind.

7. Incomplete Attendance Records

Mistake: Not recording who arrived late, left early, or joined virtually.

Solution: Note arrival and departure times for all attendees, especially for quorum purposes.

8. Using Unclear Abbreviations or Jargon

Mistake: Filling minutes with acronyms or internal shorthand that future readers won't understand.

Solution: Write out full names and terms the first time, or avoid jargon altogether.

9. Not Capturing the Rationale for Decisions

Mistake: Recording only the decision without explaining why it was made.

Solution: Include a brief summary of the key reasons behind important decisions.

10. Failing to Secure Proper Approval

Mistake: Not getting minutes formally approved and signed.

Solution: Present minutes for approval at the next meeting and obtain required signatures.

Tips for Writing Clear and Simple Minutes

1. Use Simple Language: Write in easy-to-understand words, avoiding complicated terms unless necessary.
2. Stay Neutral: Record what was said without adding personal opinions. Use objective language.
3. Keep It Short: Make sure the minutes are brief and focus on the important information.
4. Use Bullet Points: Organize information using bullet points or numbered lists to make it easy to read.
5. Write Quickly: Draft the minutes soon after the meeting so you remember the details clearly.
6. Check for Mistakes: Review the minutes for clarity and correctness before sharing them.

Virtual and Hybrid Meeting Minutes

The shift to virtual and hybrid meetings has changed how many organizations conduct board meetings. Here's how to properly document these meetings.

Recording Virtual Attendance

For meetings held on Zoom, Microsoft Teams, or other platforms:

• Note that the meeting was held virtually and specify the platform used
• Record the meeting ID or link (without including passwords)
• List all attendees who joined virtually
• Document any technical issues that affected participation
• Note if anyone had to leave due to technical difficulties

Example: "Meeting held via Zoom (Meeting ID: 123-456-789). All attendees participated remotely."

Technology Considerations

When documenting virtual meetings:

• Record whether video was enabled or audio-only
• Note if screen sharing was used for presentations
• Document any polls or virtual voting conducted
• Keep track of who joined by phone vs. computer

Hybrid Meeting Documentation

For hybrid meetings (some in-person, some virtual):

• Clearly indicate who attended in person and who joined remotely
• Note the physical location where in-person attendees met
• Document any challenges with hybrid participation
• Record how votes were collected from both groups

Example: "Meeting held at [Address] with the following directors attending in person: [Names]. The following directors joined via Zoom: [Names]."

Chat Logs and Recordings

Important considerations:

• Privacy concerns: Check your organization's privacy policy before saving chat logs
• Recording consent: Ensure all participants consent to being recorded if you record meetings
• Storage: If you record meetings, store them securely and note in the minutes that a recording exists
• Retention: Decide how long to keep recordings (not required permanently)

Best practice: Minutes should stand alone without requiring a recording. Use recordings only as a reference tool while drafting.

Electronic Voting Documentation

For votes conducted through virtual platforms:

• Record the exact question or motion as presented
• Note the voting method (show of hands on video, chat response, polling feature)
• Document the results with specific vote counts
• Save screenshots of poll results if available

Time Zones for National Organizations

If your board spans multiple time zones:

• Record the time zone used for the meeting (e.g., "3:00 PM EST")
• Note if any directors faced scheduling challenges
• Consider stating all times in one consistent time zone for clarity

How to Share Meeting Minutes

• Send Them Out Quickly: Share the minutes with all board members soon after the meeting ends.
• Be Careful with Sensitive Information: Make sure not to share any private details when sending out the minutes. Consider having separate "in-camera" minutes for confidential discussions.
• Choose the Right Format: You can email the minutes or use collaboration tools for easier access.
• Confirm Receipt: Ask board members to confirm they received the minutes, especially before the approval meeting.
• Provide Access to Members: Know your obligations about providing minutes to organization members (varies by jurisdiction and bylaws).

Electronic vs. Paper Records

Modern technology allows for more efficient record-keeping, but you need to ensure compliance.

Legal Acceptance of Electronic Minutes

In Canada:

• Electronic minutes are legally accepted under federal and provincial corporation acts
• The CNCA explicitly allows electronic records
• Minutes do not need to be kept on paper unless your bylaws require it

Digital Signature Requirements

For electronic minutes:

• Digital signatures are acceptable in most jurisdictions
• The signature should identify who signed and when
• PDF files with electronic signatures are commonly used
• Ensure your signing method is secure and verifiable

Cloud Storage Best Practices

When storing minutes digitally:

• Use secure, encrypted cloud storage (Google Drive, Dropbox Business, OneDrive)
• Limit access to authorized individuals only
• Create organized folders by year and meeting type
• Use consistent file naming conventions (e.g., "Board-Minutes-2024-03-15.pdf")
• Enable version control to track changes

Backup Protocols

Protect your records with proper backups:

• Store minutes in at least two separate locations
• Use automatic backup systems
• Test your backups periodically
• Consider keeping hard copies of critical minutes
• Document your backup procedure in your governance policies

Access and Security

Control who can view and edit minutes:

• Grant read-only access to most board members
• Limit editing access to the secretary and chair
• Use password protection for sensitive minutes
• Maintain an access log showing who viewed documents
• Review access permissions annually

How Long to Keep Board Meeting Minutes

Understanding retention requirements ensures you maintain proper records without creating unnecessary storage burdens.

Legal Requirements in Canada

Federal Corporations (CNCA):

• Must keep minutes permanently
• No statute of limitations on retention
• Minutes are part of the permanent corporate record

Provincial Corporations:

• Requirements vary by province
• Most require permanent or indefinite retention
• Check your specific provincial act

Registered Charities (CRA):

• Must keep books and records for at least six years from the end of the tax year
• CRA recommends keeping minutes indefinitely
• May need records for audits going back seven years

Best Practice Recommendation

Keep board meeting minutes permanently. Here's why:

• They document the complete history of your organization
• Future boards need to understand past decisions
• Legal disputes may require decades-old records
• They demonstrate continuous governance and oversight
• Storage costs are minimal with digital records

What to Retain

Your permanent records should include:

• All board meeting minutes
• Annual general meeting minutes
• Special meeting minutes
• Committee meeting minutes (if they made decisions)
• All approved resolutions
• Related documents referenced in minutes (when possible)

Digital vs. Physical Storage

Digital Storage:

• Easier to maintain long-term
• Lower storage costs
• Better searchability
• Requires proper backup and security
• Risk of technology obsolescence (save as PDF, not proprietary formats)

Physical Storage:

• Traditional minute books provide tangible records
• No technology dependence
• May be required by some bylaws
• Requires secure, climate-controlled storage
• Can deteriorate over time

Recommended approach: Maintain both digital and physical records, or keep digital as primary with periodic hard copy backups of critical minutes.

Accessing Historical Minutes

Establish a system for retrieving old minutes:

• Create an index or table of contents for your minute book
• Use consistent file naming for digital files
• Maintain a master list of all meetings held
• Document where physical minute books are stored
• Assign responsibility for record-keeping to a specific role

Disposal of Draft Minutes

Once minutes are approved:

• You can dispose of draft versions
• Keep only the approved, signed version
• If you keep drafts, mark them clearly as "DRAFT" and indicate they were superseded
• Avoid confusion by maintaining only official records

Different Types of Meeting Minutes

Not all meetings require the same approach to minutes. Understanding the differences helps you create appropriate records.

Regular Board Meeting Minutes

These are the standard minutes you'll create most often.

Characteristics:

• Follow the template provided in this article
• Cover routine business and ongoing matters
• Include regular reports (financial, executive director, committees)
• Document standard decisions and approvals
• Typically held monthly or quarterly

Focus on:

• Decisions made
• Actions assigned
• Financial approvals
• Policy changes
• Strategic discussions

Annual General Meeting (AGM) Minutes

AGM minutes are especially important as they involve the membership.

Must include:

• Proof that proper notice was given
• Confirmation of quorum (usually different from board meetings)
• Election results with vote counts
• Financial statement presentation and approval
• Auditor appointment
• Bylaw amendments with exact wording and vote results
• Special resolutions requiring member approval

Special considerations:

• These minutes may be requested by members
• CRA reviews AGM minutes during audits
• Required annually under most legislation
• Often need more detail than regular board minutes

Special Meeting Minutes

Called for specific purposes outside regular schedule.

Include:

• Why the special meeting was called
• Proof that proper notice was given (often shorter notice than regular meetings)
• Whether the meeting was called by the board or requisitioned by members
• Only the specific items listed in the meeting notice
• Clear documentation of any urgent decisions

Emergency Meeting Minutes

For urgent matters that can't wait for the next regular meeting.

Document:

• The nature of the emergency
• Why immediate action was needed
• Any emergency provisions in your bylaws that were invoked
• Decisions made and rationale
• Follow-up actions required
• Note if normal notice requirements were waived

Committee Meeting Minutes

For standing or ad hoc committees.

Characteristics:

• May be less formal than board minutes
• Should still document decisions and recommendations
• Record what will be reported to the full board
• Note attendance of committee members
• Document any decisions within the committee's authority

Key difference: Committee minutes often include recommendations to the board rather than final decisions.

In-Camera (Closed) Session Minutes

For confidential matters discussed without staff or observers.

Best practices:

• Keep separate from regular minutes
• Store more securely
• Limit distribution to directors only
• Note in regular minutes that an in-camera session occurred (without details)
• Include only the most sensitive matters
• Follow the same approval process

Common in-camera topics:

• Personnel matters (executive director evaluation, compensation)
• Legal issues
• Sensitive financial matters
• Potential litigation
• Real estate transactions
• Confidential donor information

What Makes Each Type Different

Sample Template for Meeting Minutes

Template 1: Regular Board Meeting Minutes

[Organization Name]

Board Meeting Minutes

‍

Date: [Insert date]

Time: [Insert start time] - [Insert end time]

Location: [Insert location or virtual platform]

‍

Attendees:

- [Name, Title]

- [Name, Title]

- [Name, Title]

- [Name, Title]

‍

Absentees:

- [Name, Title]

- [Name, Title]

‍

Quorum: Confirmed (X of Y directors present)

‍

1. Call to Order

The meeting was called to order by [Chairperson's Name] at [Insert time].

‍

2. Approval of Previous Minutes

The minutes from the meeting on [Insert date] were reviewed.

Motion to approve: [Name]

Seconded by: [Name]

Vote: [Carried/Defeated] [If needed: X in favor, Y opposed, Z abstentions]

‍

Amendments made: [List any changes, or state "None"]

‍

3. Conflicts of Interest

[Name] declared a conflict of interest regarding [Item]. [He/She] recused [himself/herself] from discussion and voting on this item.

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4. Agenda Items

‍

4.1 [Agenda Item Title]

Discussion: [Summarize key points and considerations discussed]

‍

Decision: [State the decision or outcome]

‍

Motion: [Exact wording of motion]

Moved by: [Name]

Seconded by: [Name]

Vote: [Result and vote count if needed]

‍

Action: [List specific tasks, responsible party, and deadline]

- [Task 1] - [Person] - [Deadline]

- [Task 2] - [Person] - [Deadline]

‍

4.2 [Agenda Item Title]

Discussion: [Summarize key points]

‍

Decision: [State the decision]

‍

Action: [List any tasks and who is responsible]

‍

5. Financial Report

[Name] presented the financial report for [period].

Key highlights:

- [Financial highlight 1]

- [Financial highlight 2]

‍

Motion to accept financial report: [Name]

Seconded by: [Name]

Vote: Carried

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6. Committee Reports

[Committee Name]: [Brief summary of report and any recommendations]

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7. New Business

[Summary of any new items discussed]

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8. Next Meeting

Next meeting scheduled for [Date] at [Time] at [Location].

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9. Adjournment

Motion to adjourn: [Name]

Seconded by: [Name]

The meeting was adjourned at [Insert time].

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Signature:

‍

_________________________ Date: __________

[Chairperson's Name, Title]

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_________________________ Date: __________

[Secretary's Name, Title]

‍

Template 2: Annual General Meeting (AGM) Minutes

[Organization Name]

Annual General Meeting Minutes

‍

Date: [Insert date]

Time: [Insert start time] - [Insert end time]

Location: [Insert location or virtual platform]

‍

Members Present: [Number] (List names or attach sign-in sheet)

Members Represented by Proxy: [Number]

Directors Present: [Names]

Guests: [Names and affiliations, if any]

‍

Quorum: Confirmed ([X%] of members present/represented, [Y] required per bylaws)

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1. Call to Order

The meeting was called to order by [Chairperson's Name], Chair of the Board, at [Time].

Notice of the meeting was provided to all members on [Date], in accordance with the bylaws.

‍

2. Approval of Agenda

Motion to approve the agenda: [Name]

Seconded by: [Name]

Vote: Carried

‍

3. Approval of Previous AGM Minutes

Minutes from the AGM held on [Date] were distributed prior to the meeting.

Motion to approve: [Name]

Seconded by: [Name]

Vote: Carried

‍

4. President's Report

[President's Name] presented the annual report highlighting:

- [Key achievement 1]

- [Key achievement 2]

- [Key achievement 3]

‍

5. Financial Statements

[Treasurer's Name] presented the audited financial statements for the fiscal year ending [Date].

Key financial highlights:

- Total revenue: $[Amount]

- Total expenses: $[Amount]

- Net assets: $[Amount]

‍

Questions from members: [Summarize any questions and responses]

‍

Motion to accept the financial statements: [Name]

Seconded by: [Name]

Vote: Carried ([X] in favor, [Y] opposed, [Z] abstentions)

‍

6. Appointment of Auditor

Motion to appoint [Auditor Name] as auditor for the coming fiscal year: [Name]

Seconded by: [Name]

Vote: Carried

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7. Election of Directors

[Name], Chair of the Nominating Committee, presented the slate of candidates for the board:

- [Candidate 1] - [Term length]

- [Candidate 2] - [Term length]

- [Candidate 3] - [Term length]

‍

[If applicable: Nominations from the floor: None received / [Names]]

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[If elections were held: Voting process: [Describe method - ballot, show of hands, etc.]]

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Results:

- [Candidate 1]: Elected ([Vote count if contested])

- [Candidate 2]: Elected ([Vote count if contested])

- [Candidate 3]: Elected ([Vote count if contested])

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8. Special Resolutions

[If any bylaw amendments or special resolutions:]

‍

Resolution: [Full text of resolution]

Explanation: [Summary of why this resolution is being proposed]

Discussion: [Summarize member questions and comments]

‍

Motion: [Name]

Seconded by: [Name]

Vote: [Result] ([X] in favor - [Y%], [Y] opposed - [Z%], [A] abstentions)

[Note: Special resolutions typically require 2/3 or 75% majority]

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9. Other Business

[Summarize any other items discussed]

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10. Adjournment

Motion to adjourn: [Name]

Seconded by: [Name]

The meeting was adjourned at [Time].

‍

Approved by the Board on [Date]:

‍

_________________________ Date: __________

[Chairperson's Name, Title]

‍

_________________________ Date: __________

[Secretary's Name, Title]

‍

Template 3: Special/Emergency Meeting Minutes

[Organization Name]

Special Board Meeting Minutes

‍

Date: [Insert date]

Time: [Insert start time] - [Insert end time]

Location: [Insert location or virtual platform]

‍

Attendees:

- [Name, Title]

- [Name, Title]

‍

Absentees:

- [Name, Title]

‍

Quorum: Confirmed

‍

Purpose of Meeting:

This special meeting was called to address [specific urgent matter requiring immediate attention].

‍

Notice: [State how notice was provided and timing, e.g., "All directors were notified by email on [Date], 48 hours prior to the meeting, in accordance with the bylaws" OR "Emergency provisions in Section [X] of the bylaws were invoked due to [reason], allowing for [X hours] notice."]

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1. Call to Order

The meeting was called to order by [Chairperson's Name] at [Time].

[Chairperson] explained the urgent nature of the matter: [Brief explanation].

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2. Discussion of [Urgent Matter]

Background: [Provide context of the situation requiring immediate attention]

‍

Discussion: [Summarize the key points discussed, options considered, and rationale]

‍

3. Decision and Actions

Motion: [Exact wording]

Moved by: [Name]

Seconded by: [Name]

Vote: [Result]

‍

Actions required:

- [Action 1] - [Person responsible] - [Deadline]

- [Action 2] - [Person responsible] - [Deadline]

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4. Next Steps

[Outline follow-up actions and when this matter will be reviewed again]

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5. Adjournment

Motion to adjourn: [Name]

Seconded by: [Name]

The meeting was adjourned at [Time].

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Signature:

‍

_________________________ Date: __________

[Chairperson's Name, Title]

‍

_________________________ Date: __________

[Secretary's Name, Title]

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Template 4: Committee Meeting Minutes

[Committee Name]

Committee Meeting Minutes

‍

Date: [Insert date]

Time: [Insert start time] - [Insert end time]

Location: [Insert location]

‍

Committee Members Present:

- [Name, Role]

- [Name, Role]

‍

Committee Members Absent:

- [Name, Role]

‍

Guests/Board Liaisons:

- [Name, Title]

‍

1. Call to Order

The meeting was called to order by [Committee Chair Name] at [Time].

‍

2. Approval of Previous Minutes

Minutes from [Date] were reviewed and approved.

‍

3. [Agenda Item 1]

Discussion: [Summarize discussion]

‍

Committee Decision: [If within committee's authority]

‍

Recommendation to Board: [If board approval needed]

The committee recommends that the board [specific recommendation].

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Rationale: [Explain why this recommendation is being made]

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4. [Agenda Item 2]

[Follow same format]

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5. Action Items

- [Action 1] - [Person] - [Deadline]

- [Action 2] - [Person] - [Deadline]

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6. Items for Board Report

The following items will be included in the committee's report to the board:

- [Item 1]

- [Item 2]

‍

7. Next Meeting

The next committee meeting is scheduled for [Date] at [Time].

‍

8. Adjournment

The meeting was adjourned at [Time].

‍

Prepared by:

‍

_________________________ Date: __________

[Committee Chair or Secretary Name]

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Conclusion

Writing clear and effective board meeting minutes is essential for accountability, transparency, and following the law in Canadian charities and nonprofits. By following these best practices and using the provided templates, you can ensure your minutes are clear, accurate, and legally compliant. Properly documented minutes help your organization run smoothly and successfully, protect board members from liability, and demonstrate good governance to the CRA and your stakeholders.

Start using these practices in your next board meeting to see the benefits

For experienced legal assistance with charity legal questions in Toronto, Markham, across Ontario or Canada, contact B.I.G. Charity Law Group. Our knowledgeable Charity and Nonprofit lawyers are here to guide you through every step of the charity registration process, governance and compliance with CRA policies, ensuring your charity is legally established and compliant with all regulations.

Frequently Asked Questions 

Do board meeting minutes need to be signed?

Yes, board meeting minutes should be signed once approved. Typically, the chairperson or president signs the minutes along with the secretary. The signature confirms that the minutes accurately reflect what occurred at the meeting. The CNCA and provincial corporation acts generally require signed minutes as part of your corporate records.

Can board minutes be amended after approval?

Yes, minutes can be amended after approval, but you need to follow the proper process. If an error is discovered, bring the correction to the board at the next meeting and pass a motion to amend the previously approved minutes. Record this amendment in the current meeting's minutes and update the original minutes with a note indicating when and how they were amended. Never simply replace old minutes without documenting the change.

Who can access board meeting minutes?

Directors always have the right to access all board minutes. Under most Canadian legislation, members of the organization can request and view board minutes, except for confidential in-camera sessions. Staff access is at the board's discretion and is usually limited to relevant portions. The general public typically has no right to access minutes unless your organization is a public body subject to freedom of information laws or receives significant government funding with transparency requirements. The CRA can request minutes during audits or reviews. Check your provincial legislation and bylaws for specific requirements.

What if a board member disagrees with the minutes?

If a board member believes the minutes are inaccurate, they should raise the concern when minutes are presented for approval. The board will discuss the disputed points and can make amendments by majority vote. If the disagreement continues after discussion, the dissenting director can request that their objection be recorded in the minutes, typically worded as "Director [Name] disputed the characterization of [topic] and requested this objection be recorded."

Are meeting minutes public records in Canada?

No, meeting minutes are not automatically public records in Canada. Unlike some U.S. jurisdictions, Canadian nonprofit minutes are generally not public unless your organization is a public body subject to freedom of information laws, receives significant government funding with transparency requirements, your bylaws specify public access, or you voluntarily make them public. However, members of the organization typically have access rights under corporate legislation.