‘Tis the (COVID-19) Season for Annual Elections

At this moment we all are focused primarily on trying to survive the insidious coronavirus, even as we are aware of our obligations as elected directors of co-operative and condominium residences.

Annual elections to boards of directors are often held in May and June; and hence, questions currently abound regarding what to do about mandated and previously calendared annual meetings and elections in each individual building while we are under the Executive Orders that restrict public gatherings.

During the COVID-19 pandemic the following guidelines may be helpful:

  • Annual meetings may be delayed, despite any fixed date in the by-laws for a meeting.
  • The Board may either amend the by-laws, or decide to notify shareholders that the meeting will be delayed due to current health-related conditions.
  • The Business Corporation Law allows an annual meeting to be held by reasonable means, which may include audio webcast or other broadcast of the meeting and voting may be conducted electronically via internet voting.
  • Each building’s by-laws should be reviewed to determine the best method for postponing the annual meeting or holding it via electronic means.
  • (Note that if a meeting is not held within 13 months of the previous annual meeting, a shareholder has the right to petition a court to order a meeting. The reality is that such proceeding would take many months before an order was obtained, given the current status of the court system, so it is an unlikely remedy to be followed).

 

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