New York has taken a tremendous leap forward in the digital age and changed the Business Corporation Law (BCL) Section 602 to allow for electronic voting by shareholders at meetings.  This means that cooperatives and other corporations covered by the BCL can start using technology for their annual meetings, elections and other voting. This will take the pain out of annual meeting, allow quorums to be established easily and avoid voting challenges.  

Unfortunately the NY Legislature did not amend the Real Property Law which covers condominiums so condos will be allowed to electronic vote for their owners only if they amend their bylaws to allow for electronic voting.  Hopefully the Legislature will make that amendment next.  We are also hoping for future changes where board members can vote electronically at board meetings.  Changes to the BCL and other laws haven’t happened just yet in that regard but we expect them to be on the way.  For now, boards can still poll members electronically and then ratify the electronic vote, for formality, at the next board meeting or use unanimous written consents for important decisions between board meetings.

So what to do next.  The new law requires that the technology has to “(A) implement reasonable measures to verify that each person deemed present and permitted to vote at the meeting by means of electronic communication is a shareholder of record and (B) keep a record of any vote or other action taken by a shareholder participating and voting by means of electronic communications at a shareholders’ meeting.”  

Applications like Office of the Board (www.officeoftheboard.com; 212.658.1912) are out of the box solutions that are easy to use and affordable.  Boards have to be careful to use only solutions that meet the laws’ specific requirements and make it easy for their shareholders to use. Read the new law here.