Hertford, NC asked in Business Law for North Carolina

Q: How would we document the "location of the meeting" if all board members participate by conference call?

What would be the "location of meeting" for a board meeting minutes if all board members held the meeting via teleconference from their home?

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1 Lawyer Answer
Will Blackton
Will Blackton
Answered
  • Raleigh, NC
  • Licensed in North Carolina

A: It sounds like you're acting as a Secretary of a N.C. corporation and attempting to comply with Section 55-16-01 of the North Carolina General Statutes in keeping the minutes of all meetings of the board members.

I am unaware of a specific requirement under North Carolina to include the location of a meeting, although that information is commonly included in corporate minutes. If you're working to match a specific format that you've been using in the past, just ensure that what happened is accurately reflected in the minutes, that is, if the meeting occurred by teleconference: "location of meeting: via teleconference." However, your corporation's bylaws may have specific requirements.

If the corporation's bylaws require that a meeting place be specified, you could request at the teleconference that all members consent that the the meeting be deemed to have occurred at the corporation's principal office. The corporation's bylaws may cover participation by conference call and may assign a location to members, in which case, follow what the bylaws state.

An attorney would have to review your corporation's bylaws and learn the purpose for which you are assigning a meeting location to give you an accurate answer to your question. See the disclaimer at the bottom of the page.

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