Do You Have to Keep Minutes in a Closed Meeting?

The secretary keeps the official written record of the meeting.

Written minutes are an important element in an organization's life, whether it is a non-profit service club, a special interest group, a government body or a church congregation. An accurate and publicly accessible record of decisions ensures that the members are aware of what occurred at all meetings and who is responsible to implement decisions. Occasionally it is necessary for a meeting to be closed, or "in camera," which means that the general members of the organization cannot, for some valid reason, know what occurred at the meeting. The secretary should still take minutes, however, because the closed meeting remains an official decision-making vehicle of the organization.

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The Value of Open Meetings
- Open meetings promote transparency and lively debate in an organization.
  
  Open meetings, which all members are welcome to attend, should be the norm for your organization. Many states have "Open Meeting Act" legislation, requiring that the proceedings of all levels of government, including municipal and school boards, be open except for specific circumstances. Open meetings protect your organization's democratic process by allowing full discussion of important matters and keeping officials and staff accountable. Open meetings improve communication, because everyone who wishes to can hear the debate. The publicized minutes of an open meeting ensure that those who cannot attend still know what was decided.
Reasons to Close a Meeting
- Discuss a staff conflict in a closed meeting.
  
  Meetings should be closed only when an open meeting could harm the organization, its members or its staff. If your organization is involved in litigation or an insurance claim, your lawyer may advise you to discuss the case's progress only in closed meetings. When you must discuss individual staff members, whether paid or volunteer, close the meeting in order to protect them from gossip. This includes hiring decisions, as well as discipline matters and potential terminations. Close your meeting when the security of the organization's property is at stake, including the acquisition and sale of land.
The Closed Meeting
- The chairperson limits discussion to the issue requiring a closed meeting.
  
  At the beginning of the meeting, the chairperson declares what the issue is and why it warrants a closed meeting. Also emphasize that everyone present must keep the discussion confidential. Do not put normal organizational matters on the agenda, but hold them over until the next regular open meeting. If the usual recording secretary is not present, elect or appoint a recording secretary. The secretary records the main points of any debate and the decisions that are made. Although it may be tempting in a contentious or sensitive matter to record everything everyone says, this is not necessary or desirable. Also record the location, date and time of the meeting, as well as who was present.
Approving Closed Meeting Minutes
- When preparing the minutes for circulation, clearly label each page as confidential. Distribute the minutes only to those who were present, and consult with the chairperson about whether anyone else should receive a copy. The chairperson should convene a brief, closed meeting to approve the minutes, because otherwise you risk revealing confidential material in an open meeting. Your organization's constitution may require you to publicly announce that you held a closed meeting an its outcome; however, take care not to disclose any confidential material.
Declassifying the Minutes
- Whenever feasible, declassify the minutes of a closed meeting as soon as possible. With a lawsuit or an insurance claim, this will be after the case is settled, but consult with your lawyer about whether there are details that you can never disclose. When the closed matter relates to personal information about an individual, you may never be able to declassify the minutes.