5.10.7. Flying Minutes

A flying minute, also known in governance practice as a circular resolution, is a written record of a decision made by a panel, committee or board outside of a scheduled meeting. From time to time, operational or strategic matters may arise that require attention outside of scheduled meetings. This process allows such items whether urgent, for decision, or for information, to be progressed in a timely manner. Matter of this nature can be sent via flying minute.

NOTE: Out-of-session decisions should only be used for exceptional, time-sensitive matters and not replace normal meeting procedures.
It allows decisions to be taken between meetings without formally convening the full committee, particularly where there is urgency or where there is insufficient business to justify a special meeting.

What They’re For
Timely Decision-Making
When a matter is time-sensitive, for example:

• A funding opportunity with a deadline
• Urgent safety or compliance actions
• Operational & strategic decisions that cannot wait until the next scheduled meeting
  

Flexibility Where Formal Meetings Are Not Practical
Some decisions don’t warrant calling an extra formal management committee meeting, which involves notice requirements, quorum and scheduling, but a decision still needs clear documentation and authority. SLSQ recommends Clubs & Branches still maintain formal meeting dates to ensure standard agenda items and regular discussions occur, as flying minutes are not designed to be relied on or become the normal decision-making process.

Record of Decision
A flying minute becomes a formal record of what was decided, by whom, and when and should be included with regular minutes at the next scheduled meeting.

How Flying Minutes Work
The process for creating & sending out a flying minute is below:

1. Confirm necessity
   The Chair (or President) must confirm that the matter is urgent and/or it is not practical to defer the decision to a scheduled meeting.
2. Confirm authority
   The decision must fall within the powers of the Management Committee under the Constitution, Regulations and Delegations of Authority.
3. Prepare the flying minute
   The flying minute must be prepared in writing and include:
   1. a clear description of the issue and proposed resolution;
   2. relevant background or supporting information;
   3. any risks or implications;
   4. the decision being sought; and
   5. the date by which responses are required.
4. Circulate to committee members
   The flying minute must be circulated to all Committee members via email (or approved electronic means), with a clear deadline for response.
5. Record responses
   Committee members must respond in writing indicating approval, non-approval or abstention. Silence does not constitute approval.
6. Determine the outcome
   The Chair (or delegated officer) confirms whether the required majority has been achieved in accordance with governance requirements.
7. Document the decision
   The outcome must be formally documented, including:
   1. The resolution;
   2. The date of the decision; and
   3. A record of members responses.
8. Ratification and Recording
   All flying minute decisions must be:
   1. tabled at the next Management Committee meeting; and
   2. recorded in the official minutes for noting or ratification.

Limitations & Risks of Flying Minutes
Limited Discussion
Flying minutes reduce the opportunity for full group deliberation and debate, something that might be important for complex or contentious issues.
Perception of Reduced Transparency
Some members may feel excluded from the decision-making process if discussions occur outside a formal meeting.
Dependence on Participation
If members don’t respond by the deadline, it can delay decisions or result in unclear outcomes.
Must Comply with Your Rules
An association’s constitution or model rules might limit or prescribe how decisions outside meetings can be made, so flying minutes aren’t automatically valid unless your rules allow them.

Flying Minute Template
Please find here the TGOV0043 – Flying Minute Template SLSQ has created for Clubs & Branches to utilise.