The board secretary is one of the most important roles on any board. You keep everything organised, make sure meetings run smoothly, and create the official record of what the board decides. This guide explains everything you need to know — in plain language, without the jargon.
Think of the board secretary as the engine room of the board. While the chair runs meetings and board members make decisions, the secretary makes sure everything is prepared, recorded, and followed up on properly. Your main responsibilities fall into three areas:
Most boards meet on a regular schedule — monthly, quarterly, or annually. At the start of the year, agree on meeting dates with the chair and board members, then send calendar invites. Always confirm the venue or video call link well in advance.
The agenda is your roadmap for the meeting. Work with the chair to draft it at least a week before the meeting. A typical agenda looks like this:
Give each item a realistic time slot so the meeting stays on track. Send the agenda — along with any supporting papers — to all board members at least five business days before the meeting.
Quorum is the minimum number of board members who must be present for the meeting to be valid and decisions to be legally binding. Check your organisation's constitution or bylaws to find out what your quorum requirement is. If you are at risk of not having a quorum, notify the chair early so you can reschedule or seek attendance from absent members.
As people arrive, note who is present, who has sent apologies, and who is absent without notice. This is important for the record and for confirming quorum.
Minutes are the official written record of the meeting. They do not need to be a word-for-word transcript — in fact, they should not be. Good minutes capture:
Tip: Use a laptop or tablet if you can type quickly. Keep a copy of the agenda in front of you and work through it item by item. If you miss something, it is fine to quietly ask a board member to clarify after the meeting — do not let gaps stress you during the session.
When the board makes a formal decision, note the exact wording of the motion, who moved it, who seconded it, and the result of the vote. For example:
"It was moved by [Name] and seconded by [Name] that the budget of $50,000 be approved for the 2026 financial year. Motion carried unanimously."
If a board member has a personal interest in a matter being discussed (for example, they stand to benefit financially), they must declare a conflict of interest. Record this in the minutes, along with whether the member left the room or abstained from the vote. This is a legal requirement in most jurisdictions and protects both the board member and the organisation.
Aim to have a draft of the minutes ready within a week of the meeting, while everything is still fresh. Send the draft to the chair first for review, then circulate to all board members. The minutes become official once they are approved at the next meeting.
Keep the language simple and neutral. Write in the past tense, use plain English, and avoid internal jargon. Anyone reading the minutes in ten years should be able to understand exactly what happened.
Create a running action log — a simple table or list showing each task, who is responsible, and the due date. After each meeting, send a summary of action items to the relevant people. Check in before the next meeting to see what has been completed.
Keep all board documents organised and easy to find. This includes:
Use a consistent folder structure — either digital (a shared drive works well) or physical. Records should be accessible to authorised board members and, in many cases, kept for a minimum period required by law (often seven years).
Depending on the type of organisation you serve, the board secretary may also have formal legal duties. Common examples include:
If you are unsure about your specific legal obligations, speak with a lawyer or check your organisation's governing document. It is always better to ask than to miss a filing deadline.
| When | What to Do |
| 2+ weeks before | Confirm date, venue, and guest speakers |
| 1 week before | Draft agenda with chair and send to board with supporting papers |
| Day before | Send reminder and check quorum is met |
| During meeting | Record attendance, minutes, motions, votes, and conflicts of interest |
| Within 1 week after | Send draft minutes to chair for review |
| Within 2 weeks after | Circulate draft minutes and action log to all board members |
| Next meeting | Table minutes for approval; update action log |
| Annually | File any required legal returns; review governance documents |
Being a board secretary is a genuinely important job. When you do it well, the whole board functions better — meetings are more productive, decisions are clearly recorded, and nothing falls through the cracks. You do not need to be a lawyer or an expert administrator to do it well. What you do need is to be organised, attentive, and reliable.
If you are new to the role, do not be afraid to ask questions. Experienced board members and chairs will usually be happy to help you find your footing. And the more meetings you run, the more natural it will feel.