Dear Kim: Our ED “edits” board meeting minutes

Dear Kim:

In our organization, the executive director has the staff rotate taking minutes at the board meeting.  She takes a turn, which I admire.  The problem is that after the meeting, we all turn in our minutes to her and then she goes through the minutes and sometimes changes things.

She claims to be making our writing clearer, but the last time she changed a goal the board had set:  they wanted to recruit 200 new members and she thinks that is too many so she changed the minutes to say 100.

Because the board only meets quarterly and we send the minutes of the previous meeting out right before the next meeting, chances are no one will remember, or they will think they remembered incorrectly.  She does this from time to time.  Is this illegal?  Could we go to jail for going along with this?

Signed,

Handcuffs are not my thing.

Dear Handcuffs:

I would not worry about going to jail.  I can only hope law enforcement has enough on its plate with Goldman Sachs, British Petroleum, Bernie Madoff, Dick Cheney and the like to not pursue some small nonprofit seeking to be smaller.

However what she is doing is wrong and you need to stop going along with her.  I would discuss this with the rest of the staff, document very specific instances when she has done this.  You should probably then send your documentation to the board chair and other officers of the board, but I would first discuss it with the executive director. Ideally, she will be open to your concerns, and you can ask her to please talk to the board chair, correct the minutes in which this has happened and promise never to do it again.

The example you gave is not that serious, (although it is weird for an ED to want a smaller goal than the board) but there may be more serious examples if this is a pattern for her.  Minutes of board meetings are the public record of the organization and need to be accurate.

My larger concern is that a person willing to lie to the board in order to have less work to do is often a person willing to lie about a lot of things, including saying that she is sorry and will never do it again.  If the ED is defensive and not willing to go to the board chair, you need to.  Try to have the backing of the rest of the staff so that you are not punished for being the messenger.  Document everything you are doing in writing.  If she will not stop and the board will not take this seriously, you need to look for another job.

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