Virtual CA Meetings in North Carolina
A Legal Moment

North Carolina Adopts Full-Blown Virtual Meetings for Community Associations (and other Non-profit Corporations)

   Associations now authorized to hold, and vote at, online meetings

   While one will never be able to say that the pandemic has had a “silver lining,” it has at least inspired a profound ‒ and welcome ‒ change in the way community associations may hold and conduct meetings.

   This week Governor Cooper signed into law HB 320, inelegantly named “Modernize Remote Business Access,” that will empower all North Carolina community associations, not to mention other non-profit corporations, to hold meetings remotely and actually vote during those meetings.  Up until now in the course of the pandemic, Governor Cooper's Executive Order-based “work-around” by which associations have met their legal obligation to meet at least annually has been by way of remote video meetings through such platforms as Zoom.  Even under the Executive Order, however, voting at the virtual meeting was not allowed.  Instead, actual voting was managed through post-meeting written ballots that were due by a given date following the remote conference.
   Now, community associations can both routinely hold remote meetings and take votes from the membership, whether through hand signals or more elaborate voting software that protects secret balloting.  This also applies to meetings of the Board of Directors.
   An important point to keep in mind:  the Board must decide whether the meeting will be held virtually on in person; it is one or the other, and a hybrid of the two is illegal.
   Of course a meeting may not always be required. As before, action can be taken without a meeting by way of a written ballot. For both Board and Membership meetings, the new law expands upon the idea of a “written ballot” by allowing voting electronically.
   In the event your association wishes to avail itself of this new opportunity, the first order of business is to solicit email addresses from all of the membership whereby each member “designates” an email address at which he or she will accept service of meeting notices.
   While the foregoing presents the highlights of HB 320, there are numerous other aspects and requirements that require further study before launching your first meeting under the new legislation.  For example, the law addresses appropriate electronically means by which to give notice of meetings.

   HB 320 introduces a new era of association governance -- especially for those communities whose membership is far flung -- but watch out for the inevitable "warts" that plague all online gatherings.



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Philip Roth is a founding shareholder at Marshall, Roth & Gregory, PC. One of the firm's principal litigators, Philip's practice involves myriad issues involving community associations.

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