Good board minutes not only provide a record of what actions an organization chooses to take, but they also effectively explain why. Decisions need not always to turn out favorably, but the minutes recording them should reflect prudent and responsible deliberations of the board.
Below are sample minutes from a fictional “ABC Missions” ministry provided as a tool to accompany ECFA’s “BOARDS 101: GOOD BOARD MINUTES ARE A MUST” resource. Please note a downloadable version that can be adapted as a template for your church of ministry is available here.
ABC Missions Board of Directors Meeting
Meeting held at ABC Mission Headquarters
Sampletown, Kansas
June 19, 20XX
Minutes
Call to order. Chairman Russell Brown called the meeting to order at 1:30 p.m.
Board secretary Bill Simpson called the role of voting board members and noted the presence of the following individuals:
Russell Brown, Paul Adams, Mary Harrington, Bob Hughes, Ruth Lange, Susan Lockridge, Michael Orkin, Anita Sauder, Bill Simpson, and Adam York
The following voting members were absent:
Meredith Vernon and Donald Webster
One nonvoting ex-officio member was present:
Paul Williams, President & CEO
The following guests were present:
Faye Cooper, CFO, and Kirk Ott, COO
The chairman declared that a quorum of voting board members was present, as defined in the bylaws. The chairman declared the official annual meeting of the board, as required by the bylaws, and determined proper notice was given to all board members, as required by the bylaws.
Devotional. Mary Harrington presented a devotional based on Luke 9:1–10. She focused her comments on Luke 9:10, relating to the return of the apostles and their report to Jesus on what they had done. Mary shared that this is a good example of how Jesus modeled leadership and accountability. At the conclusion of the devotional, Mary led the board in prayer.
Approval of agenda. The chairman distributed a proposed meeting agenda.
20XX-30 ACTION: Motion Seconded and Carried (MSC) by consensus to approve the proposed agenda, providing a guide for the meeting.
Approval of minutes. The chairman presented minutes of the board meeting conducted on March 19, 2025 and the minutes of executive committee meetings conducted on April 10, 2025, and May 19, 2025.
20XX-31 ACTION: MSC by consensus to approve the minutes presented.
Presentation of reports. The following reports were presented and received with appreciation by the board as information:
• President’s report. Paul Williams reported on the achievement of many of the ministry’s Fiscal Year 20XX-XX goals (complete report attached as Exhibit A). He challenged the board to act on the ministry doors that seem to be opening in Mexico. He also encouraged the board to start a leadership succession process, since he hopes to retire in three years. Finally, he expressed his appreciation for the board’s empowering of the Presidential Leader Care Committee at the beginning of Fiscal Year 20XX-XX to invest in his holistic health. The board chair noted that the president is a blessing to ABC Missions and reiterated his conviction that investment in leader care is an investment in the flourishing of the entire ministry.
• COO report. Kirk Ott shared various ministry operational issues (complete report attached as Exhibit B). Finding career missionaries who are willing to commit to the three-year minimum assignment is becoming more difficult. Increasingly, missionaries are only willing to commit to a one-year tour. The training for a one-year tour of duty is about the same as what is required for a longer stay.
• CFO report. Faye Cooper reported on current cash flow challenges (complete report attached as Exhibit C). Although giving has been strong for the last month, the establishment of a line of credit may be necessary to provide adequate funding for the next 60 days.
The board recessed at 5:30 p.m. for dinner.
At 7:00 p.m., the board came back into session. The chairman declared that a quorum was present. The board took up items from the agenda.
Related-party transactions. The board secretary reported on the conflict-of-interest questionnaires recently completed by each board member. The responses revealed that the following related-party transactions occurred in Fiscal Year 20XX-XX:
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Board Member
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Transaction
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Amount
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Russell Brown
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Office supplies purchased
from Brown Office Supply
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$10,000
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Ruth Lange
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Property insurance purchased
from Lange Insurance
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$15,000
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It is projected that similar transactions with these same board members will occur in Fiscal Year 20XX-XX. Russell Brown recused himself from the meeting while the remaining board members discussed the propriety of the transactions related to his firm. Board members determined that pricing for supplies from Brown Office Supply was competitive with other office supply stores, and they noted the ministry received exemplary "extra mile" service from Brown Office Supply that it did not usually receive from other vendors.
20XX-32. ACTION: After determining that the pricing of office supplies purchased by the ministry from Brown Office Supply was competitive with other office supply stores and in the best interests of the ministry, and with Russell Brown recused from both the meeting and the voting, MSC by consensus to approve continuing purchases of office supplies from Brown Office Supply.
Russell Brown returned to the board meeting, and Ruth Lange recused herself from the meeting while the remaining board members discussed the propriety of the transactions related to her organization.
20XX-33. ACTION: After determining that the pricing of property insurance purchased by the ministry from Lange Insurance was competitive with other property insurance agents and in the best interests of the ministry, and with Ruth Lange recused from both the meeting and the voting, MSC by consensus to approve continuing purchases of property insurance from Lange Insurance.
Election of officers. The following slate of proposed officers for Fiscal Year 20XX-XX (beginning July 1, 20XX was presented from the nominating committee:
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Chairman:
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Russell Brown
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Vice Chairman:
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Mary Harrington
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Secretary:
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Bob Hughes
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Treasurer:
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Ruth Lange
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20XX-34. ACTION: MSC by consensus to approve the slate of officers for Fiscal Year 20XX-XX beginning July 1, 20XX, as presented.
Election of board members. Bill Simpson, Michael Orkin, and Paul Adams complete their first three-year terms of service at the conclusion of Fiscal Year 20XX-XX on June 30, 20XX (see Exhibit D for board members by class). The nominating committee recommends that all three of these individuals be elected for their second three-year terms of service beginning July 1, 20XX.
20XX-35. ACTION: A fter the nominees were recused from the meeting, MSC by consensus to approve Bill Simpson, Michael Orkin, and Paul Adams for their second three-year terms of service as board members beginning July 1, 20XX.
Opening of new mission field office. The president presented a proposal (attached as Exhibit E) for opening a new mission field office in Mexico in Fiscal Year 20XX-XX. The first-year budget, which is included in the annual budget to be considered by the board in this meeting, would be $500,000 and would include one field director plus four career missionaries.
20XX-36. ACTION: A motion was made and seconded to approve the opening of a new mission field office in Mexico in Fiscal Year 20XX-XX with a first-year budget of $500,000.
A motion was made and seconded to increase the Fiscal Year 20XX-XX budget for the new field office to $1,000,000. The motion failed by voice vote.
The chairman stated that the original motion was now before the board. Motion carried by voice vote.
Policy on borrowing of temporarily restricted net assets. The chairman reported that $50,000 of temporarily restricted net assets had been borrowed between July 1, 20XX, and August 31, 20XX, and expended in the unrestricted net asset class. The board questioned Paul Williams and Faye Cooper on this matter and learned that the assets had been borrowed to meet a cash flow shortfall threatening the ministry's ability to meet payroll obligations during a period of reduced giving last summer. Board members appreciated the seriousness of this predicament. However, they generally expressed concern with the impropriety of borrowing temporarily restricted net assets, other than on a short-term basis, especially when it does not appear that any of this borrowing can be repaid by the end of the organization’s fiscal year on June 30, 20XX.
20XX-37. ACTION: After discussing the impropriety of borrowing temporarily restricted net assets, other than on a short-term basis, MSC by consensus to adopt the following policy (this new policy will be identified as Policy 48-03 in the ABC Ministry Board Policies Manual):
Temporarily restricted net assets shall not be borrowed for operational purposes. In the event some temporarily restricted net assets are borrowed for operational purposes, the funds shall be repaid within 12 months.
20XX-38. ACTION: With respect to the $50,000 that has been borrowed from temporarily restricted net assets for operational purposes, MSC by voice vote that the approximately $50,000 balance as of May 31, 20XX, shall be repaid by December 31, 20XX.
Leadership succession. The board discussed the president’s announcement of his plan to retire in three years and expressed appreciation to the president for providing advance notice.
20XX-39. ACTION: MSC by consensus to appoint a presidential search committee of three board members to be named by the board chairman, who will begin the search process for an individual to succeed the current president.
Annual budget. The CFO presented the Fiscal Year 20XX-XX budget (see Exhibit F). This version of the budget incorporates the changes to the version of the FY 20XX-XX budget reviewed by the board in the March 19, 20XX, board meeting.
20XX-40. ACTION: After a brief discussion of the guidelines used to construct the budget, MSC by voice vote to approve the FY 20XX-XX budget as presented.
Audit committee. The audit committee reported on its recent meeting with representatives of Independent Integrity CPA Firm, pursuant to the board's approval of the engagement letter for FYE 20XX. They discussed the planning for the audit for the fiscal year ending on June 30, 20XX. The audit committee asked the auditors to focus especially on their four management letter recommendations made at the conclusion of the FY 20XX-XX audit to determine if staff had adequately made the changes in accounting practices and procedures to address the concerns of the auditors. The board received this report as information.
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If this was the first board meeting after completion of the audit and management letter, the following entries in the minutes might be appropriate:
Review of audit and management letter. The audit committee reported on the committee’s review of the audit and the management letter. The committee met with the auditors on (date). A portion of this meeting was held in the absence of staff.
The committee believes staff has appropriately followed through on all of the auditor’s prior year management letter recommendations. Further, the committee instituted adequate procedures to follow up with staff on the current year’s management letter recommendations.
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President's leader care update and Fiscal Year 20XX-XX plan. The executive committee reported that it had received a written update from the Presidential Leader Care Committee outlining progress on the president’s annual leader care plan and collaboration with the president on plans for the upcoming year. A summary of this update was distributed to the board. The proposed leader care plan for the upcoming year was also submitted for board consideration and approval. The board received the update as information and thanked the Committee for its care and engagement to support the integrity and well-being of the president. The board then proceeded to a vote on the new leader care plan.
20XX-41. ACTION: MSC by consensus to approve the leader care plan for Fiscal Year 20XX-XX developed by the Presidential Leader Care Committee in collaboration with the president.
President's performance review. The executive committee reported that it had completed the annual review of the president’s performance. A summary of the review was distributed to the board, but it was not made a part of the minutes of this board meeting. The board received this report as information.
Executive compensation. The executive committee reported on its annual review of the president’s compensation. A detailed analysis of current pay (including benefits and other benefits (taxable and nontaxable) that are provided to the president), proposed pay, and the propriety of the proposed pay based on comparative compensation studies was distributed to the board, but it was not made a part of the minutes of this board meeting.
20XX-42. ACTION: MSC by consensus to approve the adjustments in the total compensation package for the president, as recommended by the executive committee.
Housing allowances. The executive committee reported that staff members Howard Diggs and Blaine Richmond are ordained, licensed, and commissioned ministers whose substantive involvement in preaching and leading Bible studies has been thoroughly documented as a part of their employment with the ministry.
20XX-43. ACTION: After a reminder from the chairman that each of these ministers is responsible for paying their own self-employment taxes, MSC by consensus to prospectively approve a housing allowance of $12,000 for Howard Diggs and $14,000 for Blaine Richmond for Fiscal Year 20XX-XX under Section 107 of the Internal Revenue Code.
Line of credit. The board discussed whether it was necessary to enter into a line of credit agreement with Sampletown National Bank, the primary financial institution currently serving the ministry.
20XX-44. ACTION: MSC by voice vote to approve a line of credit with Sampletown National Bank for a maximum of $100,000 and to authorize the board secretary and CFO to execute the necessary documents.
Board self-assessment. The board devoted a short time to self-assessment of this board meeting. It was the consensus of the board that the meeting was well-focused on policies and mission-critical issues.
Future meetings. The following schedule of board meetings was presented:
Date 1: The board is to meet by conference call.
Date 2: The board is to meet at the ministry’s headquarters in Sampletown, Kansas.
Date 3: The board is to meet by conference call.
Date 4: The board is to meet at the ministry’s headquarters in Sampletown, Kansas.
The chairman declared the meeting adjourned at 9:30 p.m.
___________________________ ___________________________
Secretary Date
Attachments: Exhibits A–F