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Connecticut Nonstock Corporations Temporarily Allowed To Conduct Member Meetings Remotely

June 8, 2020

On May 13, 2020, Governor Lamont issued Executive Order 7NN which temporarily permits Connecticut nonstock corporations to hold member meetings remotely.

Prior to issuing the executive order, a member meeting was required to be held in person at a predetermined location. Unlike meetings of directors or trustees, remote participation in a member meeting (such as through conference calls, Zoom or Webex) was not permitted.

As a result of the coronavirus pandemic, Governor Lamont determined that for the protection of the public health, Connecticut nonstock corporations should be permitted to hold member meetings partly or solely by remote communication, without requiring any representatives of the corporation or its members to gather in a place.

The executive order allows member meetings to be held remotely if certain requirements are met:

  • The corporation must implement reasonable measures to verify that each person participating remotely is a member.
     
  • The members must have reasonable opportunity to participate in, and vote at, the meeting.
     
  • The members must have an opportunity to communicate, and to read or hear the proceedings of the meeting, substantially concurrently with the proceedings.
     
  • A notice of the meeting must describe the means of accessing the meeting remotely.

The executive order will continue until the end of the current declared state of emergency.

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