Books & Records

The Fourth Officer: The Role of the Board Secretary

Just about everyone can name the presi­dent, vice president, and even the trea­surer of their association. But board secretaries do not receive the same amount of notoriety and often go completely unrec­ognized, even by their fellow board mem­bers! In some community documents, the office of secretary is specifically designated as a role that can be combined with that of another officer, usually the treasurer. In oth­er words, secretaries at the board level often receive very little respect.Just about everyone can name the presi­dent, vice president, and even the trea­surer of their association. But board secretaries do not receive the same amount of notoriety and often go completely unrec­ognized, even by their fellow board mem­bers! In some community documents, the office of secretary is specifically designated as a role that can be combined with that of another officer, usually the treasurer. In oth­er words, secretaries at the board level often receive very little respect.

Nevertheless, the role of secretary is very important to the proper function of the as­sociation. The origin of the term actually refers to the Harry-Potter-esque function of keeping secrets. In the case of associa­tions, with the emphasis on transparen­cy and openness, there are not so many secrets to be kept, but records and docu­ments to be managed. Some associations divide and delegate the various secretarial roles to staff, but in the final analysis, the board secretary is supposed to be aware of and responsible for the proper perfor­mance of the delegated tasks.The typical tasks of the secretary include:• Ensuring that all board meetings (and committee meetings, if applicable) are documented properly. This includes the creation of an accurate and timely agen­da, providing notice of the meeting to the members, and ensuring that min­utes are taken. After the meeting, the secretary is responsible for circulating the minutes and ensuring that corrections are incorporated so that the final record is accurate. These func­tions may be delegated to the association manager and/or a re­cording secretary.

  • Ensuring that association records are maintained. The asso­ciation keeps records on the individual units, including as­sessment/payment information, compliance information, addresses, services provided, etc. Associations also have con­tracts and documents of an overall corporate character, and the secretary is responsible for making sure that those are secured from casual access, yet available upon request pursu­ant to governing laws. The secretary may have input as to the scanning and electronic storage and official access of records. Again, these functions may be delegated to the association manager.
  • Ensuring that corporate documents are filed with government agencies, as appropriate. This may include coordinating with the treasurer to make sure that audits have been received and tax forms filed. The secretary is responsible for applying for and receiving permits, government correspondence, and other official communications. The secretary is also responsible for ensuring that governing documents and amendments are filed with county depositories (per Maryland law), and the equiva­lent, if required in Virginia and the District of Columbia.
  • Understanding and applying federal, state, and local laws as they pertain to documentation and record management.
  • Assisting the other board leaders in board meeting operation to ensure that association functions and decisions are properly discussed and documented. This may include familiarity with the rules of order used by the association—these may be Rob­erts Rules of Order or an adaptation of those rules. It often falls to the secretary, in a heated debate, to call for a point of order to bring the discussion back to order.

As an officer of the association, the secretary usually also has signature authority on contracts and corporate documents. Individual association boards should clarify the role and respon­sibilities of the board secretary, which tasks are being officially delegated to the recording secretary, a staff corporate secretary, and the manager. A good time for the board to review the role and specific authorization for the secretary to act is when officers are elected. And maybe secretaries—the unsung keepers of doc­uments (and secrets) should get a little more recognition for the responsibilities they undertake.

 

By Chris Edler
Chris is the secretary for the Villages of Urbana Community Association where he lives in with his wife and the tail end of their litter. He is not a network engineer, but he can play one on TV if the price is right.

 

 

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