We have received many questions about how community associations should adjust their operations to comply with the health guidance on COVID-19, also known as the Coronavirus. Federal, state and local guidance and requirements change everyday. This article provides you with practical operations advice based on the current guidance that is available. As we have learned during the past weeks, all guidance is subject to change.
The current guidance from the federal government is to limit gatherings to less than 10 people, to cancel non-essential meetings, and to use audio or video conferencing to conduct necessary meetings.
Annual meetings may either be postponed or conducted remotely. For now, they should be postponed until the health guidance suggests a lifting of the current restrictions on gatherings. If the community association is organized as a nonstock corporation, the failure to hold an annual meeting on the date specified in a community association’s bylaws does not affect the validity of corporate action. See Va. Code Ann. § 13.1-838.
A postponement of the Annual meeting delays the election of directors. The directors who are currently serving shall continue to serve until their successor is elected. See Va. Code Ann. § 13.1-857.
Virtual or remote annual meetings are possible but involve setting up reasonable procedures to verify who is participating remotely. The Board must authorize such a meeting and adopt any guidelines or procedures that are appropriate. Unless the articles of incorporation or bylaws require the meeting to be held at a specific location, the meeting may be held remotely without a physical meeting location. See Va. Code Ann. §13.1-844.2
Board meetings may be postponed or conducted remotely. The Property Owners’ Association Act provides for board meetings to be conducted by audio or video conferencing provided that at least two board members are physically present at the meeting location.
Many of our boards have asked if they can conduct the meeting with all board members being present via audio or video conferencing. Given the stark warnings on COVID-19, we believe that following the Virginia Nonstock Corporation Act, which permits all participants for a board meeting to “attend” via audio or video conferencing, is acceptable so long as all participants are able to hear each other and participate in the meeting.
These are temporary measures, but they ensure that the community association is acting as a responsible and active party in encouraging social distance and self-isolation.
Community associations should strongly consider a temporary closing of their facilities. Many associations have assured their residents that they have engaged in additional cleaning and sanitary measures. However, the government’s health guidance of limiting events to less than 10 people, and cancelling non-essential events supports the temporary closure at this time. For community associations with management offices located on-site, access to the office should be limited to essential personnel, and business should be conducted by telephone or email to limit contact.
Community associations should continue to communicate with its residents. Providing information on the cancellation of meetings and events, or the temporary closure of facilities is important to all residents. Open lines of communication permit owners who are in need to make requests for assistance. Many community groups and churches are collecting food, toiletries and other essentials to try and assist those in our communities who are elderly or immunosuppressed. Providing such contact information is helpful.
It is important for all owners, residents, board members, management, staff, and vendors to stay up-to-date on the latest information and guidance provided by our federal and state agencies. The following links provide such guidance:
The Centers for Disease Control and Prevention https://www.cdc.gov/
Virginia Department of Healthhttp://www.vdh.virginia.gov/
World Health Organizationhttps://www.who.int/
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