The Office of the New York State Attorney General Charities Bureau is allowing nonprofits to hold their required annual member meetings virtually. The order was issued in response to New York state’s social distancing requirements. It expires on May 16.
The guidelines, which temporarily modify section 603(b) of the Not-for-Profit Corporations Law, cover both tele- and video conferences, provided these are not prohibited by a given nonprofit’s bylaws. For nonprofits that do not allow virtual meetings, the guidelines offer directions regarding how, under the current circumstances, organizations can change their bylaws.
Per the AG’s office, “the [o]rder does not expressly apply to special or emergency meetings.” Additionally, “virtual meetings must follow proper procedures and provide information as required for in-person meetings.”
The AG’s office did not indicate whether it would extend its virtual meeting permission if New York Gov. Andrew Cuomo extends the state’s stay-at-home order beyond May 15. And it specifically did not address whether virtual annual member meetings might be allowed once the current state of emergency ends.
Much of the guidance provided by the AG’s office deals with standard protocols, which are applicable to both in-person and virtual meetings. But it did address best practices for virtual meetings, including:
- Identifying an accessible platform and providing information about the platform to all members in advance of the meeting, as well as date, time, and agenda of the meeting.
- Allowing members to dial in if they don’t have technology that allows them access to a video conference.
- Pre-testing the platform before the meeting.
- Establishing and testing attendance and vote-taking methods.
- Appointing help staff, and providing a separate phone number, for people having trouble joining the meeting, so problems can be reported and resolved in real time.
- Maintaining a record of access complaints.
The full text of the order is available here: https://www.charitiesnys.com/pdfs/guidance-electronicmeetings.pdf