Virtual Requisition Meetings
I am hearing reports that many condominiums are postponing their annual general meetings ("AGMs") due to COVID-19 instead of using virtual means to hold them. Some condominiums are also avoiding decisions that could result in a requisition by owners, such as making changes to the common elements, assets, or services under Section 97 of the Condominium Act, 1998 (the "Act"), or creating, amending or repealing rules under Section 58. Many appear reluctant to use virtual meetings and electronic voting for a variety of reasons, but the primary concerns appear to be about the security of virtual meetings, the inability of owners to use the technology, and the associated costs. Last week I participated in my first virtual requisition meeting to remove two directors from the board of directors of a condominium. I have participated in other types of virtual owners' meetings, but this was the first requisition meeting so I was not sure if it would work as well. Today I thought I would discuss my experience. Advantages of Virtual Meetings Typically requisition meetings can be very contentious, especially when the removal of the directors is on the agenda. I have been at requisition meetings that required security or off-duty police to ensure the meeting did not get out of hand. Given some of the incidents that had occurred in the past few months at the condominium, I would have had concerns about an in-person meeting in this case. As it turned out, safety was not a concern because the meeting was held virtually. Similarly, I had concerns about being able to control the meeting because of the allegations made against the directors, some of which may have been defamatory. With in-person meetings, there always seems to be at least one person who does not follow instructions or allow others an opportunity to speak. With virtual meetings, the chair or moderator can easily mute people who chose not to follow the established guidelines for the meeting. Interestingly, the meeting was one of the best-attended meetings that I have ever attended. Over 80% of the units were represented at the meeting. Almost half of the owners were present at the virtual meeting. The remainder voted in advance using the electronic voting process or by providing a traditional proxy. It is impossible to explain the attendance, but at least we know the technology did not prevent owners from attending. Also, the meeting was during the middle of the day on a weekday. Maybe evening meetings are not preferred by owners, or at least not during the pandemic when many are still working from home or not working. It might be worth canvassing times with owners before scheduling the meeting. The results may surprise you. Lastly, since the electronic voting was overseen by a third party, there was no concern with vote tampering. This is not to say there were no issues at all with electronic voting (more on this below), but it might be a good option for contentious meetings where owners have concerns about vote tampering. Disadvantages of Virtual Meetings Notwithstanding the advantages of virtual meetings, there are some disadvantages to virtual meetings. The most obvious disadvantage is the inability to mingle with other owners and have informal discussions prior to and after the meeting. There is not much we can do about it with virtual meetings unless you want to start scheduling meetings with breakout rooms for informal chat sessions. Unsurprisingly, there were a few owners who had difficulty with the technology during the meeting. Some could not get their microphones to work. Others had connection issues. Figuring out how to cast their electronic votes was an issue for a few. For those without computers, most of the platforms allow owners to call in using a traditional landline or cell phone. This is where it is important to have a moderator or chair who is familiar with the platform to assist people who might be struggling. It is also good to provide information about the basic functions to owners in advance of the meeting so they aren't trying to figure it out during the meeting. Lastly, cost is a concern for some condominiums. There are a number of service providers now with a wide range of services from assisting with advance voting and proxy collection up to chairing or moderating the meeting. The cost generally increases with the more services you purchase and the number of units in the condominium. For smaller condominiums, an alternative may be to use only the virtual meeting provider (i.e. typically Zoom, GoToMeeting) without assistance with electronic voting or online proxy collection. The owners could vote by proxy, show of hands, or using the voting features of the virtual meeting provider. Closing Remarks Virtual meetings and electronic voting can be useful for condominiums, despite some of the concerns. More condominiums should consider holding their AGMs and other meetings using electronic means rather than postponing them indefinitely. In-person meetings will likely return to being the norm once the pandemic is over, but condominiums should not be so quick to dismiss virtual meetings as there may be situations where a virtual meeting is preferred to in-person meetings. For example, a virtual meeting may be preferred for:
- AGMs in winter months when a number of owners may go south for several months at a time. This could allow for more active participation instead of a large number of proxies.
- Contentious meetings where there is a concern about possible altercations or an inability to control the meeting. This could reduce safety concerns and allow the chair to more easily control the meeting.
- Meetings being held to satisfy requirements of the Act and the business is not contentious, such as approving a by-law to allow virtual meetings and electronic voting. The meeting could be held over lunch in 20 minutes or so.
- Preparation. In addition to preparing for the meeting itself, you need to prepare for the technology. Make sure your computer (or other device) has a microphone, speakers, and a camera (if you need to be on-screen). Make sure you understand the features (i.e. muting, screen sharing), the limitations (i.e. restrictions on the number of attendees), and solutions to common problems (i.e. know how to explain how owners unmute themselves). Make sure you take advantage of the training sessions offered by the provider, if applicable.
- Communication. As with traditional meetings, communicating with owners is vital to a successful virtual meeting. In addition to the normal communications (i.e. notices of meetings), the condominium should consider providing additional information about the virtual meeting and electronic voting procedures. It is also wise to send several reminders to owners about the meeting and any deadlines for submitting proxies or electronic votes.
- Schedule. Many of the virtual meeting providers have limited availability for meetings and they book up fast! If possible, start looking for dates at least 60-90 days before your meeting.