On April 9, we posted about the provincial government’s Emergency Order giving non‑profits flexibility in meeting their governance obligations. As we noted at the time, the order did not extend to organizations governed by the Co‑operative Corporations Act, leaving many of our clients in a difficult position as they tried to balance governing and social‑distancing.

Thankfully, the provincial government has amended this oversight, extending flexible options to co‑operatives and condo corporations by issuing an amendment to the emergency order. The order is retroactive to March 17, 2020, validating any meeting postponements or virtual meetings that occurred in the interim.

The amendment allows co‑ops and condo corporations to streamline their socially‑distant governance by allowing the following:

1. Holding meetings virtually

Member meetings and board meetings can now be held electronically (via video conference or video call), even if the by‑laws or rules don’t explicitly allow this. To be a valid meeting, all attendees need to be able to participate and communicate. Co‑operatives should make sure that the virtual service they are using is secure (for example, has a meeting password, or a cryptic link) if the information discussed at the meeting is confidential.

2. Extending the time period in which meetings must be held

If the co‑operative’s annual members’ meeting was supposed to be held on a day during the province’s state of emergency, it can be held up to 90 days after the state of emergency has been lifted. If the annual meeting should have been held in the 30 days after the state of emergency, the co‑operative has up to 120 days after the state of emergency has been lifted to hold the meeting.

Other governance matters are also addressed under the order, which can be found here in its entirety.

 

Filed in: Co-operative Law

Tags: condo corporations, COVID-19