EDITORIAL – ‘Wait a minute’: What’s going on with board records?

A review of minutes from CINICO Board of Directors’ meetings in 2018 reveals two “categories” of record-taking: The first verbosely recounting board discussions and reports from then-CEO Lonny Tibbetts; the second, offering terse (even cryptic) summaries of the board’s actions during a handful of extraordinary meetings last fall leading to Mr. Tibbetts’ termination.

With the board unwilling to provide publicly much detail or justification for its decision to fire Mr. Tibbetts, the Compass requested the meeting minutes under the Freedom of Information Law. And while, as we indicated above, the suddenly reticent records did not shed much new light on the circumstances of the CINICO CEO’s departure, they do provide an occasion to comment on the wide variation, in terms of detail and availability, of official records kept by the Cayman Islands’ web of appointed public boards and commissions – and the resulting opportunities for obfuscation or abuse.

These boards wield considerable authority over vital components of the public service, including immigration, health, development, business licensing and other areas of regulation or government enterprise, but there appears to be little in the manner of “quality control” over standards of record-keeping, with some boards promptly publishing robust minutes, some (such as the Liquor Licensing Board, Central Planning Authority and National Conservation Council) making their meetings open to the public, and others leaving no public trace of their meetings, if they had any, or actions, if they took any.

(For more information on this influential but relatively low-profile stratum of government, read today’s front page story on an Auditor General’s report on the $788,000 paid in remunerations over 18 months to the 99 board members who oversee 24 statutory authorities and government companies.)

The reasons for these variations in board practices and record-keeping are difficult to perceive. For nearly 150 years, boards and committees around the world have conducted their business in alignment with parliamentary procedures codified and published by Henry Martyn Robert – you may know them as “Robert’s Rules of Order.”

Mr. Robert and successive editors of the handbook (now in its 11th edition) clearly outline expectations for meeting minutes – which are to include the essential details of the meeting (what type of meeting, when and where it was held, who was there, etc.) and offer a complete and accurate account of actions taken by the board.

Cayman’s public boards, committees and commissions should adhere to a uniformly high standard for record-keeping: Minutes should be taken by a designated, trained individual, and, given the technology available today, the written records should be backed up by an audio (and ideally video) recording.

Minutes should never be used as an opportunity for ex post facto revision, creative writing or image management. Nor should they be verbatim transcripts of all utterances and verbal exchanges. When possible, they should proactively be made public, with the fewest redactions possible, instead of our reporters being compelled to file series of open records requests on behalf of our readership and by extension the Cayman public.

Obviously, some board deliberations involve sensitive information (related to personnel or legal situations, for example) and should remain “in the boardroom.” But many, if not most, discussions are focused on ordinary business matters that are clearly in the public interest.

Regardless of whether minutes are immediately made available for public scrutiny, there are many other longer-term reasons for demanding complete and accurate records of actions taken by public boards. Over time, they serve as guiding documents that keep successive generations of boards on a steady course – providing precedent, a decision-making structure and accountability. And it is of no small consequence that meeting minutes are legal documents, generally admissible in court.