If you think your board and annual meetings are dull, I have just the thing to liven them up. Make them virtual! That’s right. For a small fee – or maybe even for free – you can hold a meeting on the phone or on the computer, where we will all surely make better decisions surrounded by the sounds of pets and washing machines and the dance-party that Jillian is having because she thinks her phone is on mute.
Seriously though, having a virtual board meeting or annual meeting may seem simple enough from a technology perspective, but holding a meeting that’s both virtual and compliant is anything but simple. Here are the top three misconceptions about virtual meetings:
1. Any Group Can Have a Virtual Meeting.
False. Just because the technology is there doesn’t mean your group can have a virtual meeting that’s valid. Check the law of the state where your organization is incorporated, and look for law that applies to the type of group that you have (e.g., if you’re a nonprofit, look for the law that talks about board and membership meetings for nonprofits). Better yet, ask a lawyer to check for you.
Even if the law gives you the green light, make sure you also check your governing documents (i.e., your bylaws). The law might say something like, “Sure! Have a virtual meeting as long as your bylaws say that you can.” And if your bylaws are silent, you’re back to square one. Alternatively, the law might say, “Sure! Have a virtual meeting as long as your bylaws don’t say that you can’t.” If that’s the case, and your bylaws are silent, you’re likely still in good shape. Either way, check your bylaws.
2. A Dial-In Number (and Maybe a Screen) Are All You Need for a Compliant Virtual Meeting.
Definitely not true. Robert’s Rules of Order Newly Revised has all kinds of things to say about how to have a compliant virtual meeting. (So surprising, right?) This is because a deliberative assembly (a fancy name for a group where every person has equal rights and an equal vote) is all about an equal right to information, to discussion, and to vote. Put everyone on the phone or on Zoom! and all of sudden Derek Dogmatic – with the voice that reaches across the Grand Canyon – has waaayyy more of a “right to discussion” than Abby Agreeable. And what about Doug Dark Ages? Does he even know what to do with a dial-in and passcode, not to mention a Go To Meeting log-in? If he doesn’t, his right to information is seriously diminished. Of course, the elephant in the room is the voting, especially if you need to take a vote that’s secret.
Now, don’t misunderstand. I’m not saying that a compliant virtual meeting is impossible. But what I am saying is that you have to give serious thought to how to follow the same rules that you would if everyone were physically in the same room. Getting help from a lawyer and a professional parliamentarian isn’t a bad idea either. A professional parliamentarian who has lived through numerous meetings – the regular kind and the virtual kind – can help you navigate the traps and make sure the validity of your group’s actions can’t be questioned later.
3. Virtual Meetings Are Better Than In-Person Meetings.
Often not true. There’s a school of thought that virtual meetings are better because technology exists and because a virtual meeting can be organized more quickly than a physical meeting. I disagree. As discussed above, there are many hurdles to having a virtual meeting that’s compliant, even with stellar technology. And, even though our world is advanced, there’s still something to be said for the progress that can be made when all parties are physically present in the same room to dialogue and make decisions. Though COVID-19 popularized less traditional measures as an option for board and annual meetings, I would encourage us all not to lose sight of the benefits of an old-school meeting and the fact that technology – while no doubt helpful – comes with drawbacks.
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