Board Secretary – Sample Position Description

Authority for Electing the Board Secretary

The bylaws of [Name of Ministry] stipulate that the board of directors shall annually elect a Secretary. (Note: The bylaws may provide for an election cycle other than an annual election.)


The Secretary should have good communication and written skills, specifically the ability to take notes and thoroughly document actions in board minutes.  


The Secretary is elected by the board for a one-year term in accordance with the bylaws.


  • Commitment to the work of the ministry;
  • Knowledge and skills in one or more areas of board governance: policy, finance, programs, and personnel;
  • Regular attendance at periodic board meetings;
  • Prepare for, and participate in, the discussions and the deliberations of the board;
  • Foster a positive working relationship with other board members and the organization’s staff; and
  • Be aware of, and abstain from, any real or perceived conflicts of interest

Major Duties

  • Prepare and maintain minutes and records for all board meetings;
  • Review/monitor and verify accuracy of the meeting minutes, and circulate them to all board members;
  • Adhere to general duties outlined in the board member job description;
  • Assume responsibilities of board chair in the absence of the board chair and the vice chair; and
  • Provide notice of meetings of the board when such notice is required


(Note: The responsibilities of board secretaries vary significantly from one organization to another. For example, the secretary of one board may record the minutes during the meeting while, in another organization, a staff person may be the one to record the minutes at board meetings, with the secretary reviewing the work product of the staff person.)

This text is provided with the understanding that ECFA is not rendering legal, accounting, or other professional advice or service. Professional advice on specific issues should be sought from an accountant, lawyer, or other professional.