Remote and hybrid board meetings: what state law asks

The four state statutes we read all let nonprofit directors attend a board meeting by phone or video and count as present. The condition is that the people taking part can communicate with each other. New York and California say they must be able to hear one another. Your bylaws can restrict remote attendance, so read them too.

This is general information, not legal advice. Check your own state's statute and your bylaws.

What four states say

New York

Not-for-Profit Corporation Law section 708(c) lets directors take part "by means of a conference telephone or similar communications equipment or by electronic video screen communication," unless the certificate of incorporation or bylaws restrict it. That counts as presence in person "as long as all persons participating in the meeting can hear each other at the same time and each director can participate in all matters before the board."

California

Corporations Code section 5211(a)(6) lets directors participate by conference telephone, video or other communications equipment. It counts as presence when all the directors participating can hear one another.

Nevada

NRS 82.271(3) says that, unless the articles or bylaws restrict it, directors "may participate in a meeting through electronic communications, videoconferencing, teleconferencing or other available technology which allows the participants to communicate simultaneously or sequentially," and that this "constitutes presence in person at the meeting."

Louisiana

Revised Statutes 12:224 lets the board "hold a meeting by means of conference telephone, facsimile, or similar communications equipment provided that all persons participating in the meeting can communicate with each other."

What follows from that

• A director on video counts toward quorum.
• A director who can't hear, or can't be heard, may not count as present. If the connection drops, note the time in the minutes.
• A remote meeting is still a meeting. Notice, quorum and voting rules all apply. It is different from an email vote, which is action without a meeting and in most states needs every director's written consent.

What your bylaws decide

Look for whether remote attendance is allowed, whether the whole meeting can be remote, and whether notice has to include how to join. If your bylaws predate video calls and say nothing, the statute's rule applies in the states above. Adding a sentence to the bylaws removes any doubt.

Running a hybrid meeting

1. Put the link and a phone number in the notice.
2. Open the line ten minutes early and test the room microphone. New York and California require that remote directors can hear the room.
3. Take attendance by name, and note who is remote.
4. Have the chair call on remote directors by name before closing discussion on each item.
5. Vote by roll call when anyone is remote, so every vote is heard.
6. Share documents on screen or make sure everyone has the packet open.
7. For executive session, confirm that each remote director is alone.

In the minutes

Record who attended in person and who attended by phone or video, that a quorum was present, and the time anyone joined late or lost the connection.

How Karma Compass helps

Karma Compass doesn't host the video call, and it doesn't connect to Zoom, Google Meet or Microsoft Teams. It handles the parts around the call. Directors RSVP and open the packet from links in their email, Compass tracks the replies against your quorum, and attendance is recorded for the minutes.

See what each plan includes

Sources

• New York Not-for-Profit Corporation Law section 708. Read 12 November 2026.
• California Corporations Code section 5211. Read 12 November 2026.
• Nevada Revised Statutes chapter 82, NRS 82.271. Read 12 November 2026.
• Louisiana Revised Statutes 12:224. Read 12 November 2026.