An Act To Allow Maine Nonprofit Corporations To Hold Meetings Electronically
Maine Legislature, Session 130, LD 0683
Committee: Judiciary
Sponsors: STEWART, SANBORN, DUCHARME, WHITE
Amends: 13-B MRSA §602, 13-B MRSA §604

Legislative Document
No. 683
S.P. 271
In Senate, March 4, 2021
An Act To Allow Maine Nonprofit Corporations To Hold Meetings 
Electronically
Received by the Secretary of the Senate on March 2, 2021.  Referred to the Committee on 
Judiciary pursuant to Joint Rule 308.2 and ordered printed.
DAREK M. GRANT
Secretary of the Senate
Presented by Senator STEWART of Aroostook.
Cosponsored by Senator: SANBORN of Cumberland, Representatives: DUCHARME of 
Madison, WHITE of Waterville.
Be it enacted by the People of the State of Maine as follows:
Sec. 1.  13-B MRSA §602, sub-§1, as enacted by PL 1977, c. 525, §13, is amended 
to read:
1.  Where held; remote participation.  Meetings of members, if any, may be held at 
such place, either within or without this State, as may be provided in the bylaws. In the 
absence of any such provision, all meetings shall must be held at the registered office of 
the corporation in this State or, in the sole discretion of the board of directors, a meeting 
may be held entirely through means of remote communication without a specific site for 
the meeting.  The board of directors may, in its sole discretion, adopt guidelines and 
procedures authorizing members who are not physically present at a meeting of members 
to, by means of remote communication:
A.  Participate in a meeting of members; and
B.  Be deemed present in person and vote at a meeting of members, whether such 
meeting is to be held at a designated place or entirely through means of remote 
communication, only if:
(1)  The corporation has implemented reasonable measures to verify each person 
participating remotely is a member or proxy holder of a member;
(2)  The corporation has implemented reasonable measures to provide the members 
or their proxy holders a reasonable opportunity to participate in the meeting and to 
vote on matters submitted to the members, including an opportunity to 
communicate and to read or hear the proceedings of the meeting, substantially 
concurrently with the proceedings; and
(3)  If any member or proxy holder votes or takes other action at the meeting by 
means of remote communication, a record of such vote or other action is 
maintained by the corporation.
Sec. 2.  13-B MRSA §604, sub-§5, as enacted by PL 2019, c. 200, §2, is amended 
to read:
5.  Voting by electronic transmission; voting remotely.  The bylaws may provide, 
or the board of directors or members may determine, that some or all votes by members, as 
well as actions taken in accordance with section 606, may be conducted by electronic 
transmission under procedures established by the corporation.  If the board of directors 
adopts guidelines and procedures under section 602, subsection 1 authorizing members to 
vote by means of remote communication, votes may be conducted remotely.  A vote 
conducted by electronic transmission or remotely must be filed with the minutes of 
members' meetings and has the same effect as an in-person vote or a vote by proxy.
SUMMARY
This bill allows the board of directors of a nonprofit corporation to adopt guidelines 
and procedures for remote meetings or to allow members to participate remotely.