The DC Nonprofit Corporation Act governs nonprofit
corporations regarding corporate structure and procedure. If an association is
organized as a nonprofit, it will be governed by the DC Nonprofit Corporation Act.
Contact your association’s attorney to see what your community’s options are
for virtual meetings based upon your governing documents.
Applicable Statute: Nonprofit Corporations Act
§
29–405.01. Annual and regular meetings.
(a) A membership corporation
shall hold a meeting of members annually at a time stated in or fixed in
accordance with the articles of incorporation or bylaws.
(b) A membership corporation
may hold regular meetings on a regional or other basis at times stated in or fixed
in accordance with the articles of incorporation or bylaws.
(c) Except as otherwise
provided in subsection (e) of this section, annual and regular meetings of the
members may be held in or outside of the District at the place stated in or
fixed in accordance with the articles of incorporation or bylaws. If no place
is stated in or fixed in accordance with the articles or bylaws, annual and
regular meetings shall be held at the nonprofit corporation’s principal office.
(d) The failure to hold an
annual or regular meeting at the time stated in or fixed in accordance with the
articles of incorporation or bylaws shall not affect the validity of any
corporate action.
(e) Notwithstanding the
articles of incorporation or bylaws, during a period for which a public health
emergency has been declared pursuant to [§
7-2304.01], an annual or regular meeting of members does not need to be
held at a geographic location if the meeting is held by means of the Internet
or other electronic communications technology in a fashion pursuant to which
the members have the opportunity to read or hear the proceedings substantially
concurrently with their occurrence, vote on matters submitted to the members,
pose questions, and make comments.
(July
2, 2011, D.C. Law 18-378, § 2, 58 DCR 1720; Oct.
9, 2020, D.C. Law 23-130, § 407(a), 67 DCR 8622.)
Section References
This section is referenced in §
29-401.50.
Emergency Legislation
For
temporary (90 days) amendment of this section, see §
407(a) of Coronavirus Support Second Congressional Review Emergency Amendment
Act of 2020 [Effective August 19, 2020 through October 8, 2020] (D.C. Act
23-405, Aug. 19, 2020, 67 DCR 10235).