# Committee and working group minutes, and terms of reference

**How do I write committee meeting minutes or working group minutes, and what do the terms of reference change?** Committee and working group minutes record what the group did within its terms of reference: who attended, whether it was quorate, and for each item either a decision it had delegated authority to take or a recommendation for its parent body to decide. Working groups and task and finish groups usually keep a lighter note with an action log, and report upward.

Published 2026-09-26 by EdCitation. https://edcitation.com/newsletter/committee-and-working-group-minutes

Committee meeting minutes answer one question a board's minutes rarely face: was this group allowed to decide, or only to recommend? The answer sits in its terms of reference. A committee acting under delegated authority records a decision; one without it records a recommendation, and the parent body decides. Working group minutes are usually lighter, a note and an action log.

EdCitation publishes this guide. We read three published terms of reference (a university committee, an NHS trust committee, a Welsh Government task and finish group), a university committee handbook, the Chartered Governance Institute's guidance and the Local Government Act 1972 on 26 September 2026. It is general information, not legal advice.

Taking notes is covered in [how to take meeting minutes](https://edcitation.com/newsletter/how-to-take-meeting-minutes) and the contents of any minutes in [what to include in meeting minutes](https://edcitation.com/newsletter/what-to-include-in-meeting-minutes). EdCitation never writes anyone's minutes. Its free [Check your paper](https://edcitation.com/check) reads written requirements into a checklist, and we ran it on two real terms of reference below, faults included.

## What is the difference between a committee, a working group and a task and finish group?

A committee is a standing body set up by a board, council or senate, often with some powers delegated to it; a working group is short-term, set up for one job, and usually decides nothing. In Loughborough University's (n.d.-b) handbook, sub-committees sit between the two: set up long term by a higher committee to take part of its business in more detail.

A task and finish group is a working group with an end date written in. The Ystadau Cymru (2024) group on community assets, a Welsh Government initiative, was set up to advise ministers for no more than two years and ends when its chair delivers the final recommendations. A project board governs one project and reports to programme or executive governance above it (Oxford Brookes University, n.d.).

| Kind of group | What it can decide | How its minutes go upward | Source |
| --- | --- | --- | --- |
| University committee with delegated powers | What its terms of reference delegate, such as approving policies "on behalf of Senate"; the rest it recommends | Written reports of each meeting to Senate | Lancaster University (2023) |
| NHS trust board committee | Nothing beyond what its terms of reference set out | Chair's report to the Board after each meeting; approved minutes to all Board members | University Hospital Southampton NHS Foundation Trust (2025) |
| Council committee or sub-committee (England and Wales) | Functions the council arranges for it to discharge; the council can still act itself | Often by the committee minutes themselves, to full council | Local Government Act 1972, s. 101; ICSA (2017) |
| Council advisory committee | Nothing; it advises | Advice to the council or its executive | Local Government Act 1972, s. 102(4) |
| Sub-committee or working group | What its parent delegates; the parent stays responsible | The minute and paper, marked unconfirmed, to the parent's secretary | Loughborough University (n.d.-b, n.d.-c) |
| Task and finish group | Nothing; it recommends, then closes | Final recommendations delivered by the chair | Ystadau Cymru (2024) |
| Project board | What its terms of reference give it | To the programme or executive board above it | Oxford Brookes University (n.d.) |
| Checking what yours says | [Check your paper](https://edcitation.com/check) lists the sentences it finds, free | You compare the list with the document | Our runs, below |

## What do terms of reference say, and why do the minutes depend on them?

Terms of reference define a committee's purpose and scope, what it assures and decides, the limits of its authority and how it reports to its parent (Loughborough University, n.d.-d). Every minute is written against them: a decision outside them is a decision the group had no power to take.

The same handbook says a committee cannot change its own composition, only recommend a change, and that a working group should confirm its terms and timescale at its first meeting, for the parent to approve.

### Delegated authority: decide, recommend or advise

Read the verbs. Lancaster University's (2023) Education Committee, a sub-committee of Senate whose terms were approved by Senate on 20 December 2023, may "approve on behalf of Senate" policies and codes of practice on learning, teaching and assessment, but the education strategy it may only "develop and recommend to Senate". One committee, two kinds of minute.

University Hospital Southampton NHS Foundation Trust's (2025) Quality Committee, in version 7 of its terms issued on 11 March 2025, has "no executive powers" beyond those its terms set out. It recommends the annual clinical audit programme and the year's quality priorities to the Board, and changes to its own terms. That version was due for review in January 2026; we read the one published.

Councils in England and Wales work by statute. Section 101 of the Local Government Act 1972 lets a council arrange for a committee, sub-committee or officer to discharge its functions, and section 101(4) keeps the council free to act itself; section 102(4) allows purely advisory committees. Our [parish and town council minutes](https://edcitation.com/newsletter/parish-and-town-council-minutes) guide covers schedule 12.

### Quorum and membership

The quorum in the terms of reference often asks for particular members, not only a number, so the minutes should show both. Southampton's Quality Committee needs three members, including two non-executive directors and either the Chief Nursing Officer or the Chief Medical Officer; only two executive members may vote, and the chair has a casting vote. Loughborough University (n.d.-d) normally sets half the membership plus one, and counts an alternate the chair allows as a voting member. Lancaster's terms leave quorum to its standing orders.

## How do you minute a recommendation rather than a decision?

Minute a recommendation as a recommendation, addressed to the body that will decide it, and minute a decision with the power it used. The Chartered Governance Institute's guidance, published under its former name, says minutes should focus on the decision or, for a committee, "any recommendation to the board", and suggests "It was agreed that" for a committee (ICSA, 2017).

Three habits keep the line clear:

1. **Name the power.** "AGREED, under paragraph 3 of the terms of reference" tells a reader years later why the committee could act.
2. **Address the recommendation.** "RECOMMENDED to the Board that" leaves nothing implied; the Board's own minute then records the decision.
3. **Make it stand alone.** Loughborough University (n.d.-a) keeps papers out of minutes except where a higher committee needs a free-standing minute, as it often does for a recommendation.

### Our worked example: a recommendation minute

This example is EdCitation's own. The association, its committee, the papers and every figure are invented, and people appear by letter or role.

> **Invented example: Pellmere Housing Association, Tenant Services Committee, 3 June 2026**
>
> Present: Members A (chair), B, C and D (board members); Member E (tenant member). In attendance: Director of Housing; Secretary. Apologies: Member F.
>
> **Quorum.** Five of seven members present, including three board members, meeting paragraph 4 of the terms of reference.
>
> **6. Damp and mould repairs policy (paper 6).** The committee considered the draft policy and the tenant consultation in appendix B. Asked whether the 14-day inspection target could be met, the Director of Housing reported two surveyor posts vacant, to be filled by September. Approving policy is reserved to the Board (terms of reference, paragraph 7.2).
>
> RECOMMENDED to the Board that the Damp and Mould Repairs Policy in paper 6 be approved, with the inspection target reviewed after six months.
>
> **7. Tenant newsletter (paper 7).** AGREED, under paragraph 6.3 of the terms of reference, that the newsletter be published quarterly from October 2026. To be reported to the Board for information.
>
> ACTION: Secretary to send minute 6 and paper 6, marked unconfirmed, to the Company Secretary by 10 June 2026.

The Board's minute of 24 June then reads: "The Board considered the recommendation of the Tenant Services Committee (minute 6, 3 June 2026). RESOLVED that the Damp and Mould Repairs Policy be approved." The decision lives in one place only.

## How does a committee report up to the board or council?

By a chair's report after each meeting, by its minutes, or both, as the terms of reference say. Southampton's Quality Committee chair reports to the Board after every meeting on matters of significance and where action is needed; approved minutes then go to all Board members unless the chair thinks it inappropriate, and the committee reports yearly to the Audit and Risk Committee. Lancaster's Education Committee sends written reports of its meetings to Senate.

Timing matters when the parent meets soon after. Loughborough University (n.d.-c) forwards a minute and its paper to the other committee's secretary once the chair has approved it, before the committee confirms it, clearly labelled "unconfirmed". In local government, ICSA (2017) notes, committee minutes are commonly the report to full council, which can leave councillors short of the background to a decision. The institute's model audit committee terms add that board committees should know each other's deliberations through reports to the board (Chartered Governance Institute UK & Ireland, 2022); the full terms need a login, so we read only the public introduction.

### Our four-part chair's report

This structure is ours, not any body's rule. It keeps the parent's decisions separate from its reading.

| Part | What goes in it | What the parent does |
| --- | --- | --- |
| For decision | Each recommendation, by minute number, with its paper | Decides, in its own minute |
| For information | Decisions taken under delegation, with the paragraph used | Notes them |
| For escalation | Risks or concerns the committee cannot resolve | Discusses and acts |
| Noted | Reports received with no issue arising | Nothing |

## What should working group minutes and action logs record?

Working group minutes usually need less than a committee's: who attended, the points agreed, and an action log giving each action an owner, a date and a status. Loughborough University (n.d.-c) sends such a list, or matters arising summary, to the next meeting as a formal paper showing each action completed or in progress. Southampton circulates draft minutes with "a separate record of the actions", and ICSA (2017) recommends actions in minutes, especially for committees.

In a task and finish group, the Ystadau Cymru (2024) secretariat minutes each meeting, and the recommendations are "a group product". Whether a group needs minutes at all is in [minutes, notes or an action log](https://edcitation.com/newsletter/minutes-notes-or-an-action-log); wording actions, in [how to write action items that get done](https://edcitation.com/newsletter/how-to-write-action-items-that-get-done).

## Committee meeting minutes template

This template is EdCitation's own and can be copied as plain text; square brackets are for you to fill in. For board, charity, school and club versions, see our [meeting minutes template](https://edcitation.com/newsletter/meeting-minutes-template).

```
[Body]: [Committee / sub-committee / working group]
Minutes of the meeting held on [date], [time], [place or online]
Status: [Unconfirmed / Confirmed on (date)]
Terms of reference: [version], approved by [parent] on [date]
Reports to: [parent body]

Present: [members, chair first; mark voting members if votes are limited]
In attendance: [non-members, by role]
Apologies: [names]; deputies: [deputy for member]
Quorum: [met / not met]: [number] present, including [members the terms require]

1. Declarations of interest
2. Minutes of [date]: approved as a correct record [with amendments]
3. Action log (paper [n]): [closed / carried forward]
4. [Item] (paper [n])
   [Key points and reasons, briefly]
   AGREED, under paragraph [x] of the terms of reference, that ...
   or RECOMMENDED to the [parent body] that ...
   or NOTED
   ACTION: [who] to [what] by [date]
5. Report to the [parent body]
   For decision: [minute numbers]
   For information: [minute numbers]
   For escalation: [risks or concerns]
6. Next meeting: [date]

Chair: ____________   Date: ________
```

## Where EdCitation fits: reading terms of reference and citing guidance

EdCitation works on the documents around a committee, never its minutes, and does not judge whether a committee acted within its powers. [Check your paper](https://edcitation.com/check) shows its working: each rule beside the sentence it came from, and a list of sentences it set aside. For a committee paper's evidence, [Find sources](https://edcitation.com/) searches about 300 million published works and [Verify references](https://edcitation.com/verify-references) sorts a list into verified, doubtful and not found, never showing one it could not check as not found. All are free with no account.

### What Check your paper returned from two terms of reference

We uploaded Lancaster's three-page PDF, of which it read 6,128 characters. It returned no rules and set aside nine sentences, among them "To identify and promote strategic initiatives in relation to:" without the three bullets under it, and "Education Committee works to ensure gender equality in its composition." Three passages that matter most for minutes were in neither list: paragraph 3, the power to "approve on behalf of Senate"; "The Committee will normally meet three times a year."; and "Written reports of meetings will go to Senate." Pasting the text instead gave the same nine sentences.

Southampton's eight-page PDF, 14,022 characters, gave no rules and set aside 26 sentences, including "Attendance and Quorum 4.1 Members should aim to attend every meeting…", "Frequency of Meetings 5.1 The Committee will meet at least eight times each year…" with their headings run in, and "6.4 Draft minutes of Committee meetings and a separate record of the actions to be taken forward will be circulated promptly to all members of the Committee." It also listed the cover page and a form's closing line, "Yes Should this document be made available on the public website?" The quorum in 4.2, the minuting duty in 6.3, the chair's report in 8.1 and both recommendations to the Board were missing.

So read terms of reference yourself. Check your paper was built for an assignment's instructions, with word limits, headings and a citation style, and does that job far better; judging a draft against them is Theoretics QA, part of Max at $24 a month (see [pricing](https://edcitation.com/pricing)).

### Citing the guidance a committee relies on

Given the GOV.WALES address of the Ystadau Cymru terms, [Cite a source](https://edcitation.com/cite) returned this APA 7 entry, among its six styles:

> *Terms of reference: Task and Finish Group, Community Assets*. (2025, February 6). GOV.WALES. https://www.gov.wales/ystadau-cymru/terms-reference-task-and-finish-group-community-assets

It read the publication date of 24 September 2024 and dated the entry by the update of 6 February 2025, as APA 7 does for a revised page. It named no author, though the page sits under Ystadau Cymru, so our list adds the organisation; a web page's details can be corrected before the entry is built. Given Loughborough's handbook section, it returned "2. University Committee Structure, Terminology, Parent and Sub-Committees. (n.d.). Loughborough University.", with no author or date.

## Quick questions

### What is the difference between a committee decision and a recommendation?

A decision uses authority the terms of reference delegate. A recommendation goes to the parent body, which decides it in its own minute.

### Do working groups need formal minutes?

Not usually, unless their terms of reference say so. A short note of what was agreed and an action log with owners, dates and status serve most working groups.

### How does a committee report to the board?

As its terms of reference set out: often a chair's report after each meeting, approved minutes to board members, and recommendations put to the board to decide.

### What should committee terms of reference include?

Purpose and scope, membership, quorum, how often it meets, what it may decide and what it only recommends, and how it reports to its parent body.

### Can EdCitation write our committee minutes?

No. EdCitation never writes minutes. Its free [Check your paper](https://edcitation.com/check) lists the sentences of a document such as terms of reference, and [Cite a source](https://edcitation.com/cite) references the guidance a committee paper cites.

## References

- Chartered Governance Institute UK & Ireland. (2022, May 1). *Terms of reference for the audit committee* [Guidance note]. [https://www.cgi.org.uk/resources/guidance-notes/corporate/terms-of-reference-for-the-audit-committee/](https://www.cgi.org.uk/resources/guidance-notes/corporate/terms-of-reference-for-the-audit-committee/)
- ICSA: The Governance Institute. (2017). *Minute taking* [Guidance note]. The Chartered Governance Institute UK & Ireland. [https://www.cgi.org.uk/media/mpjeexxj/minute-taking.pdf](https://www.cgi.org.uk/media/mpjeexxj/minute-taking.pdf)
- Lancaster University. (2023). *Education Committee (a sub-committee of the Senate): Terms of reference* [PDF]. [https://www.lancaster.ac.uk/media/lancaster-university/content-assets/documents/strategic-planning--governance/governance/senate-sub-committees/Education-Committee-terms-of-reference.pdf](https://www.lancaster.ac.uk/media/lancaster-university/content-assets/documents/strategic-planning--governance/governance/senate-sub-committees/Education-Committee-terms-of-reference.pdf)
- Local Government Act 1972, c. 70. [https://www.legislation.gov.uk/ukpga/1972/70/section/101](https://www.legislation.gov.uk/ukpga/1972/70/section/101)
- Loughborough University. (n.d.-a). *18. Committee minutes: Overview*. University Committees. [https://www.lboro.ac.uk/committees/handbook/18-minutes/](https://www.lboro.ac.uk/committees/handbook/18-minutes/)
- Loughborough University. (n.d.-b). *2. University committee structure, terminology, parent and sub-committees*. University Committees. [https://www.lboro.ac.uk/committees/handbook/2-structure/](https://www.lboro.ac.uk/committees/handbook/2-structure/)
- Loughborough University. (n.d.-c). *21. Post-meeting actions and reporting to other committees*. University Committees. [https://www.lboro.ac.uk/committees/handbook/21-actions/](https://www.lboro.ac.uk/committees/handbook/21-actions/)
- Loughborough University. (n.d.-d). *5. Committee composition, membership, terms of reference and quorum*. University Committees. [https://www.lboro.ac.uk/committees/handbook/5-composition/](https://www.lboro.ac.uk/committees/handbook/5-composition/)
- Oxford Brookes University. (n.d.). *Terms of reference*. Project management toolkit. [https://www.brookes.ac.uk/staff/projects/project-management-toolkit/terms-of-reference](https://www.brookes.ac.uk/staff/projects/project-management-toolkit/terms-of-reference)
- University Hospital Southampton NHS Foundation Trust. (2025, March 11). *Quality Committee terms of reference* (Version 7) [PDF]. [https://www.uhs.nhs.uk/Media/UHS-website-2019/Docs/About-the-Trust/Trust-governance-and-corporate-docs/2025-Trust-documents/Quality-Committee-ToR-March-2025.pdf](https://www.uhs.nhs.uk/Media/UHS-website-2019/Docs/About-the-Trust/Trust-governance-and-corporate-docs/2025-Trust-documents/Quality-Committee-ToR-March-2025.pdf)
- Ystadau Cymru. (2024, September 24). *Terms of reference: Task and Finish Group, Community Assets*. GOV.WALES. [https://www.gov.wales/ystadau-cymru/terms-reference-task-and-finish-group-community-assets](https://www.gov.wales/ystadau-cymru/terms-reference-task-and-finish-group-community-assets)