“An association is a business and – like any other – must preserve its history, maintain its records, and protect itself from liability.” This, according to the Community Association’s Press GAP report on The Board Secretary, sums up the importance of this officer’s role. The secretary can delegate many of the duties involved, but cannot delegate the responsibility.
Although briefly defined in your association’s Bylaws, a more expansive list of secretarial functions and responsibilities will lessen any ambiguities in the role. Such a list might require the secretary to:
- Organize meetings, educational sessions or other association endorsed gatherings.
- Issue meeting notices, agendas, ballots, proxies and other related information.
- Validate meeting proxies.
- Record the meeting minutes, submit for approval, and distribute the approved minutes.
- Document other actions taken, with written consent, outside of a meeting.
- Chair a meeting in the absence of the president and vice-president.
- Receive and route the association correspondence, including applications and complaints.
- Prepare and deliver outgoing correspondence on behalf of the association.
- Keep safe all permanent association records, including electronic files.
- Dispose of obsolete records, according to official association procedures.
- Provide an appropriate records retrieval process for members or other interested parties.
- Present new members with a detailed welcome packet.
- Supply new board members with an orientation packet.
- Maintain an accurate and current membership list.
- Maintain and update the association’s website.
- Unless the board instructs otherwise, act as the authorized agent for the association in official matters.
- Be the authorized signatory or official witness for certain association documents.
- Maintain the corporate seal, if any, for use on significant documents.
- Ensure the required annual and public disclosures are made in a timely manner.
- Cause to file the applicable local, regional and state recordings, registrations and reports.
The secretary's fiduciary duty is to always act within the scope of authority, within the best interests of the association, without discrimination, and in compliance with the standard of conduct, or code of ethics, as adopted by the association. Duties must be performed with the utmost professionalism and concern for the association, its members and contractors.
Essentially, the association’s secretary is the “chief information officer”; the recording officer and the custodian of records.