Condominium and Community Associations – Complying with Meeting Requirements During COVID-19
As condominium and community associations continue to operate in crisis mode, many documents impose procedural requirements which, under these circumstances, cannot be met. An example of this are the customary provisions for meeting attendance – provisions which do not anticipate prohibitions on the ability to assemble. Although some of the more recent association documents provide for attendance by alternate means, most do not. Similarly, neither the Uniform Condominium Act nor the Uniform Planned Community Act address this issue. For associations governed by the Pennsylvania Non-Profit Corporation Law, however, the following may apply:
§ 5708. Use of conference telephone or other electronic technology.
(a) Incorporators, directors and members of another body.–Except as otherwise provided in the bylaws, one or more persons may participate in a meeting of the incorporators, the board of directors or another body of a nonprofit corporation by means of conference telephone or other electronic technology by means of which all persons participating in the meeting can hear each other. Participation in a meeting pursuant to this section shall constitute presence in person at the meeting.
(b) Members.–Except as otherwise provided in the bylaws, the presence or participation, including voting and taking other action, at a meeting of members, or the expression of consent or dissent to corporate action, by a member by conference telephone or other electronic means, including, without limitation, the Internet, shall constitute the presence of, or vote or action by, or consent or dissent of the member for the purposes of this subpart.
Based upon Section 5708, boards and members may thus be able to “attend” by electronic means. This would facilitate the association’s compliance with the meeting requirements imposed by their documents. However, Section 5708 is “subject to the bylaws”. Prior to relying on the Non-Profit Corporation Law and scheduling a virtual or teleconference meeting, existing bylaws must accordingly be reviewed to determine whether the bylaws otherwise address this issue.
This article is not legal advice and is provided for informational purposes only. Actual legal advice can only be provided after consultation by an attorney licensed in your jurisdiction.