New NC Executive Order Extends Virtual Membership Meetings Through December 29

Membership meetings of North Carolina nonprofit corporations, including homeowner and condominium associations, can continue to be held virtually/electronically for at least the next 60 days.

Since September 1, North Carolina’s Phase 2.5 (now 3.0) restrictions have limited indoor meeting attendance to 25 and outdoor attendance to 50 “at the same time in a single confined indoor or outdoor space, such as an auditorium, stadium, arena, or meeting hall.” Such requirements should be taken into account when planning any association in-person membership or board meeting.

Executive Order #136 issued by the Governor on April 24, 2020, allowed for nonprofit membership meetings to be held virtually under certain conditions. That Executive Order expired on June 23, but was extended by Executive Order #149 through August 31. Executive Order #161 extended the Order again until Friday, October 30. We have been in communications with the Governor’s Office this week and have learned that the ability to hold virtual nonprofit membership meetings has been extended yet again, this time by Executive Order #173 through Tuesday, December 29, 2020.

Here are a few reminders on what the Executive Order provides:

  • A board “in its sole discretion” can determine that all or any part of a member meeting may be conducted by remote communication and remote balloting.
  • Association members may participate in the membership meeting by remote communication.
  • No quorum is required at the virtual meeting because no action will be taken during the meeting. However, concepts of quorum are relevant to the written ballot (see below) that will be used to vote on things.
  • Although virtual, members do not vote during the meeting by voice or hand (like at an in-person meeting), but can vote on matters through “action by written ballot,” which can include electronic means, including e-mail, so long as the “electronic transmission … [sets forth or is submitted] with information from which it can be determined that the electronic transmission was authorized by the member or the member’s proxy.” That means that so long as there is an an appropriate verification process, ballots can be mailed back, emailed back as an attachment, or a more sophisticated electronic voting platform can be used.

Remote meetings and “ballots submitted by electronic transmission” can be complicated. For advice as to your specific situation or association membership meeting, feel free to contact one of our association attorneys. You may also find useful information in these prior articles: 

How to Hold a North Carolina HOA or Condo Virtual Membership Meeting, and

The Coronavirus, Flu, and HOA/Condo Association Meetings.

The full Executive Orders can be found at Executive Order #173, Executive Order # 161, Executive Order #149, and Executive Order #136.

For any HOA/condo meeting advice, contact one of the community association attorneys in the Greensboro, Charlotte, Raleigh or Wilmington offices of Law Firm Carolinas.

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