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05 Jan 2017

How to Conduct a Better Board Meeting, Part 2

Raul Rivera

In “Part 1” of this series, we discussed the topic of the annual meeting for the board of directors. While the beginning of the year is a time to delight in the opportunities ahead for the church, it is also the time that you should schedule your annual board of directors meeting.

This post will teach you the following: (1) how a typical board meeting should progress, (2) a few things about voting during board meetings, and (3) what should take place in the days after a board meeting.

A quick recap of part 1

You know from reading “Part 1” of this blog that each year your church is required to hold at least one board meeting, which is usually known as the annual board of directors meeting or the big board meeting for the year. You also know that the frequency of board meetings throughout the rest of the year is within your discretion.

In addition, please remember that prior to a board meeting you should do two things:

  1. Give a proper notice, and 
  2. Establish an agenda for the meeting.

What is next? What needs to take place when the board meeting begins?

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You should follow the agenda that you sent to the board prior to the meeting. Let us now take a closer look at the progression of a board meeting.

Progression of a board meeting

1. Attendance sheet 

Be sure to have everyone at the meeting sign an attendance sheet. The minute keeper must have an attendance sheet to document everyone who attends and everyone who is absent. This sheet will need to be kept with the board meeting minutes.

2. Waiver of notice

The laws of all 50 states allow churches to use waivers of notice. A waiver of notice is a legal document that ensures the board members waive their right to a proper notice and will not try to invalidate a board meeting by claiming that they did not receive a proper notice. This document helps you to avoid issues related to notice down the road. While I was pastoring, I tried to have every board member sign a waiver at each board meeting.

3. Quorum

The chairperson of the board uses the attendance sheet to determine if there is a quorum. A quorum is the minimum number of board members that must be present in order for a board meeting to be legal. The bylaws of each church must state the church’s definition of what constitutes a quorum. Many pastors that use our StartRIGHT® Program have determined that a quorum is a two-thirds majority.

(Recommended reading: “How to Start a Church the Right Way”)

4. Call to order

Once the chairperson has determined and stated that a quorum is present, he/she should call the meeting to order. The time at which the meeting is called to order should be noted. Afterwards, it is best to start the meeting with a time of prayer.

It is always best to begin each board meeting with prayer.

5. Previous board meeting minutes

Next, each board member should review the previous board meeting minutes for accuracy. A best practice is to send each board member a copy of the previous minutes when the agenda is sent. This will allow each board member ample time to review the minutes. If everyone agrees that the previous minutes are correct, then the minutes should be voted upon for approval and signed.

(Recommended reading: "Do You Know How to Take Board Meeting Minutes?")

6. Old business

At this time, any motion that was tabled at a previous board meeting should be brought back for discussion and a possible vote.

7. New business

You are ready to move forward with new business by discussing and voting on the items in the agenda.

8. Reports

If any officers of the board have reports, they should present them next. For example, the treasurer may share the financial reports of the church. The secretary may share annual reports filed with the secretary of state and present any other information pertinent to the position. Finally, the president may give a “state of the union” address to the board.

9. Open floor

Open floor should be limited to 10-15 minutes. Board members may discuss any topic for the next board meeting. On rare occasions, a topic may be presented and voted on by the board. The chairperson must ensure that he/she does not lose control of the board meeting.

10. Adjournment

The chairperson closes the meeting and declares the specific time at which it is adjourned.

11. Minute taker does a final check

The minute taker (usually the secretary) confirms that everyone has signed a waiver of notice and then collects the notices, attendance sheet, and notes from the meeting.

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Two things about voting during a board meeting

Now that we are familiar with the progression of a board meeting, I want to mention two things about voting during a board meeting.

Only members of the official board of directors that are in attendance may vote at board meetings. Each board member has only one vote, even if that individual holds multiple titles. In addition, there are two things to keep in mind when it comes to voting: equal voting power and recusal.

  1. Equal voting power: Each board member must be given equal voting power. This means that each board member gets one vote. It is best to always have an uneven number of board members in order to avoid ties when voting.
  2. Recusals: A recusal is the act of a board member not voting on a certain matter due to a conflict of interest. 

For example, a recusal must take place if a person is considering whether to vote on a relative’s salary. If a board member is going to receive a salary for work done for the church, then no related persons may vote on that salary. 

What to do in the days following a board meeting

Now that your meeting has ended, it is essential that you record the decisions that were made during the meeting in minutes. Board meeting minutes are arguably the most important documents that your organization must maintain.

The minutes serve as documentation of the corporate acts of your organization. Without board meeting minutes, your organization cannot prove that it properly approved decisions (i.e. adding or removing board members, adopting bylaws, policies, salaries, etc.).

Even if you have well-prepared documents, or have discussed issues at length and reached conclusions, unless you have board meeting minutes as a record of them, they do not hold legal value.

A board meeting without board meeting minutes is simply called fellowship.

You are not alone

Perhaps after reading these articles on board meetings, you feel a little overwhelmed. It is okay. I have been where you are right now, trying to figure everything out on a daily basis. I know that with effort and hard work, you will become comfortable with leading and running board meetings.

If you need assistance with board meeting minutes, our KeepRIGHT Program can be a powerful tool to help you and your church. You can also click below to check out our schedule of upcoming conferences. We would love for you to join us!

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Please feel free to comment. We always appreciate good dialogue. However, we do moderate each comment to ensure that it is on topic and not derogatory to other participants. We ask that you keep your comments brief and pertinent to the topic so that others may benefit.

Blessings,
Raul Rivera

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About the Author

Church Planter. Speaker. Author. CEO. Raul Rivera has had ample experience in the church planting world. His current venture, StartCHURCH, has helped 1000's of churches to start right. Raul has compiled an array of manuals and software tools that help churches stay compliant with the IRS. He also hosts over 35 national conferences per year, training pastors on how to launch their churches. Raul is married to his wife Genel, and they and their five children live in Atlanta, GA.