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Is it against the law to record a meeting of the board of directors of a nonprofit organization?

This is a matter of state law, and there are apparently some state laws that prohibit such taping without the consent of the participants.  Many organizations nevertheless do tape their meetings, particularly to help prepare the minutes of the meeting.

If the meetings are recorded (and assuming it is not one of the rare nonprofits that is required to hold open meetings), there are a number of policy questions the board ought to consider.  We recommend, if they record the meetings, that every member of the board be advised that the meeting is being recorded; that the recording be retained only until the approval of the minutes of the meeting and then erased or destroyed; and that any member of the board have the right to have the recording stopped temporarily at any time if necessary to prevent “chilling” the discussion of a particularly sensitive issue.

If the organization has legal (generally voting) members, any member of the organization, as well as any member of the board, will have the right to listen to the recording while it exists.  It will be considered to be one of the “books and records” of the organization.  Since discussion at board meetings is usually considered “confidential,” many organizations do not want to record the discussion, or want to destroy the recording as soon as possible if they do so.

Comments from our Readers

I think that here in Illinois we have a statute that requires that all parties consent to the recording, and if they don't, it constitutes a felony. --L. H. via e-mail

Here's another downside for recordings. I came into an organization where the quarterly board meetings provided  conference call access for those unable to attend. These were transcribed literally. So every word was captured and these tomes had been accepted as the minutes. It was difficult to decipher any motions, any actions - but there was a great deal of discussion. As the new ED, in a new territory, one poignant piece of digesting the most recent edition, and which put my future in a different perspective was reading that I had been hired,"despite being a white, red-headed Irish, middle-aged woman." I stayed until the completion of my first year contract. Another downside was the cost of the transcription by the conferencing company. In 2005 it was amazing what $648 a quarter could do elsewhere in the organization. --K.C. via e-mail

I absolutely agree.  No one should ever have to listen to the whole meeting or read the transcript as the minutes of the meeting.  Without regard to the time, or the cost of transcription, it is far too much and will inevitably include comments that should not be immortalized.  We have often said that drafting minutes are more of an art than a science, but regurgitating every word is neither.  (See Ready Reference Page: Preparing Minutes of Board Meetings Is Usually More Art Than Science) --Don Kramer

Revised: 4/25/2012

Article Archives >> To the Point