Board Secretary

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The board secretary is an important role for ensuring the organization's transparency and accessibility, as well as the effectiveness of the board. This role is in the bylaws; the secretary should be familiar with the description therein and other legal responsibilities described in the Oregon Nonprofit Corporation Act.

  • Ensure accessibility of archives. The board's archives need to include all minutes and ancillary materials necessary to make the board's decisions understandable. They need to be complete and readable, and easily available to all board members.
  • Policy maintenance. Policy decisions of the board need to be organized in such a way that they are easily referenced by anyone in the organization, and so that they can be evaluated and updated as needed.
  • Make sure board agenda & meeting materials are produced in a timely way. The agenda and supporting materials (proposals, reports, etc.) need to be prepared and distributed in advance of meetings.
  • Ensure the production of minutes for the board and committees of the board. The secretary does not need to take all minutes, but must make sure that minutes are taken (both for the board as a whole and for committees of the board), up to standards, and archived appropriately.
  • Create and deliver notices as required by bylaws. This includes notice of a special meeting and notice of potential bylaw amendments.
  • Moderate board-related email lists, including the directors list and the board-announce list, or delegate the task.
  • Maintain and distribute a board directory, including contact information for the staff liaisons.
  • Maintain board handbook.
  • Authenticate the records of Free Geek as duly authorized or required.

About this document

This document was developed by the Board recruitment committee pursuant to board instructions, April 2011 and the approved 2011 governance proposal. It was approved by the board on May 18. Minor amendment approved at December 2012 board meeting.


To begin with, this officer will need to evaluate, refine (or establish) systems for archives and policy tracking, as well as creating the board directory and the board handbook. They may of course enlist help in these tasks!