{"formats":[{"name":"JSON","format":"json","url":"\/downloads\/2025\/code-json\/13.1-660.2.json"},{"name":"Plain Text","format":"text","url":"\/downloads\/2025\/code-text\/13.1-660.2.txt"},{"name":"XML","format":"xml","url":"\/downloads\/2025\/code-xml\/13.1-660.2.xml"},{"name":"HTML","format":"html","url":"\/downloads\/2025\/code-html\/13.1-660.2.html"}],"law_id":66418,"edition_id":1,"section_id":66418,"structure_id":12984,"section_number":"13.1-660.2","catch_line":"Remote participation in shareholders’ meetings","history":"2010, c. 782; 2017, c. 646; 2019, c. 734.","full_text":"A\n\nShareholders of any class or series of shares may participate in any meeting of shareholders by means of remote communication to the extent the board of directors authorizes such participation for such class or series. Participation as a shareholder by means of remote communication shall be subject to such guidelines and procedures as the board of directors adopts.B\n\nShareholders participating in a shareholders’ meeting by means of remote communication shall be deemed present and may vote at such a meeting if the corporation has implemented reasonable measures to:1\n\nVerify that each person participating remotely as a shareholder is a shareholder or a shareholder’s proxy; and2\n\nProvide such shareholders a reasonable opportunity to participate in the meeting and to vote on matters submitted to the shareholders, including an opportunity to read or hear the proceedings of the meeting, substantially concurrently with such proceedings.C\n\nUnless the articles of incorporation or bylaws require the meeting of shareholders to be held at a place, the board of directors may determine that any meeting of shareholders shall not be held at any place and shall instead be held solely by means of remote communication in conformity with subsection B.","order_by":null,"text":{"0":{"id":241092,"text":"Shareholders of any class or series of shares may participate in any meeting of shareholders by means of remote communication to the extent the board of directors authorizes such participation for such class or series. Participation as a shareholder by means of remote communication shall be subject to such guidelines and procedures as the board of directors adopts.","type":"section","prefixes":["A"],"prefix":"A","entire_prefix":"A","prefix_anchor":"A","level":1,"next_prefix":"B"},"1":{"id":241093,"text":"Shareholders participating in a shareholders’ meeting by means of remote communication shall be deemed present and may vote at such a meeting if the corporation has implemented reasonable measures to:","type":"section","prefixes":["B"],"prefix":"B","entire_prefix":"B","prefix_anchor":"B","level":1,"prior_prefix":"A","next_prefix":"B1"},"2":{"id":241094,"text":"Verify that each person participating remotely as a shareholder is a shareholder or a shareholder’s proxy; and","type":"section","prefixes":["B","1"],"prefix":"1","entire_prefix":"B1","prefix_anchor":"B1","level":2,"prior_prefix":"B","next_prefix":"B2"},"3":{"id":241095,"text":"Provide such shareholders a reasonable opportunity to participate in the meeting and to vote on matters submitted to the shareholders, including an opportunity to read or hear the proceedings of the meeting, substantially concurrently with such proceedings.","type":"section","prefixes":["B","2"],"prefix":"2","entire_prefix":"B2","prefix_anchor":"B2","level":2,"prior_prefix":"B1","next_prefix":"C"},"4":{"id":241096,"text":"Unless the articles of incorporation or bylaws require the meeting of shareholders to be held at a place, the board of directors may determine that any meeting of shareholders shall not be held at any place and shall instead be held solely by means of remote communication in conformity with subsection B.","type":"section","prefixes":["C"],"prefix":"C","entire_prefix":"C","prefix_anchor":"C","level":1,"prior_prefix":"B2"}},"ancestry":[{"id":12984,"edition_id":1,"name":"Shareholders","identifier":"8","label":"article","depth":3,"order_by":1,"parent_id":12983,"metadata":{},"date_created":"2026-06-26 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meeting","url":"\/13.1-658\/","token":"13.1\/9\/8\/13.1-658","metadata":false},{"id":77142,"structure_id":12984,"section_number":"13.1-659","catch_line":"Waiver of notice","url":"\/13.1-659\/","token":"13.1\/9\/8\/13.1-659","metadata":false},{"id":60334,"structure_id":12984,"section_number":"13.1-660","catch_line":"Record date for meeting","url":"\/13.1-660\/","token":"13.1\/9\/8\/13.1-660","metadata":false},{"id":72850,"structure_id":12984,"section_number":"13.1-660.1","catch_line":"Conduct of the meeting","url":"\/13.1-660.1\/","token":"13.1\/9\/8\/13.1-660.1","metadata":false},{"id":66418,"structure_id":12984,"section_number":"13.1-660.2","catch_line":"Remote participation in shareholders' meetings","url":"\/13.1-660.2\/","token":"13.1\/9\/8\/13.1-660.2","metadata":false},{"id":68550,"structure_id":12984,"section_number":"13.1-661","catch_line":"Shareholders' list for 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votes","url":"\/13.1-669.1\/","token":"13.1\/9\/8\/13.1-669.1","metadata":false},{"id":86769,"structure_id":12984,"section_number":"13.1-670","catch_line":"Voting trusts","url":"\/13.1-670\/","token":"13.1\/9\/8\/13.1-670","metadata":false},{"id":62883,"structure_id":12984,"section_number":"13.1-671","catch_line":"Voting agreements","url":"\/13.1-671\/","token":"13.1\/9\/8\/13.1-671","metadata":false},{"id":86810,"structure_id":12984,"section_number":"13.1-671.1","catch_line":"Shareholder agreements","url":"\/13.1-671.1\/","token":"13.1\/9\/8\/13.1-671.1","metadata":false},{"id":66593,"structure_id":12984,"section_number":"13.1-672","catch_line":"Repealed","url":"\/13.1-672\/","token":"13.1\/9\/8\/13.1-672","metadata":false}],"previous_section":{"id":72850,"structure_id":12984,"section_number":"13.1-660.1","catch_line":"Conduct of the meeting","url":"\/13.1-660.1\/","token":"13.1\/9\/8\/13.1-660.1","metadata":false},"next_section":{"id":68550,"structure_id":12984,"section_number":"13.1-661","catch_line":"Shareholders' list for meeting","url":"\/13.1-661\/","token":"13.1\/9\/8\/13.1-661","metadata":false},"metadata":false,"official_url":"https:\/\/law.lis.virginia.gov\/vacode\/13.1-660.2\/","history_text":"

This law was first created in 2010. The record of its establishment is cataloged in chapter 782<\/a> of that year\u2019s edition of \u201cActs of Assembly,\u201d the annual state publication listing all changes made to the Code of Virginia in that year. It has been modified 2 times. Those modifications are cataloged by \u201cThe Acts of Assembly,\u201d a state publication, by year and chapter. Those modifications that can be read on the General Assembly\u2019s website will be linked accordingly. Those modifications are as follows: in 2017, chapter 646<\/a>; in 2019, chapter 734<\/a>.<\/p>","references":[{"id":62706,"section_number":"13.1-628","catch_line":"Emergency powers","order_by":null,"url":"\/13.1-628\/"},{"id":81471,"section_number":"13.1-654","catch_line":"Annual meeting","order_by":null,"url":"\/13.1-654\/"},{"id":73174,"section_number":"13.1-655","catch_line":"Special meeting","order_by":null,"url":"\/13.1-655\/"},{"id":70173,"section_number":"13.1-658","catch_line":"Notice of meeting","order_by":null,"url":"\/13.1-658\/"}],"refers_to":false,"permalink":{"id":151075,"object_type":"law","relational_id":66418,"identifier":"13.1-660.2","token":"13.1\/9\/8\/13.1-660.2","url":"\/13.1-660.2\/","edition_id":1,"permalink":0,"preferred":1},"url":"\/13.1-660.2\/","token":"13.1\/9\/8\/13.1-660.2","dublin_core":{"Title":"Remote participation in shareholders’ meetings","Type":"Text","Format":"text\/html","Identifier":"\u00a7 13.1-660.2","Relation":"Code of Virginia"},"html":"\n\t\t\t\t\t\t

A.<\/span> Shareholders<\/span> of any class or series of shares<\/span> may participate in any meeting of shareholders<\/span> by means of remote communication to the extent the board of directors authorizes such participation for such class or series. Participation as a shareholder<\/span> by means of remote communication shall be subject to such guidelines and procedures as the board of directors adopts. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

B.<\/span> Shareholders<\/span> participating in a shareholders<\/span>’ meeting by means of remote communication shall be deemed present and may vote at such a meeting if the corporation<\/span> has implemented reasonable measures to: <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

1.<\/span> Verify that each person<\/span> participating remotely as a shareholder<\/span> is a shareholder<\/span> or a shareholder<\/span>’s proxy; and <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

2.<\/span> Provide such shareholders<\/span> a reasonable opportunity to participate in the meeting and to vote on matters submitted to the shareholders<\/span>, including an opportunity to read or hear the proceedings<\/span> of the meeting, substantially concurrently with such proceedings<\/span>. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

C.<\/span> Unless the articles of incorporation<\/span> or bylaws require the meeting of shareholders<\/span> to be held at a place, the board of directors may determine that any meeting of shareholders<\/span> shall not be held at any place and shall instead be held solely by means of remote communication in conformity with subsection B. <\/i><\/a><\/p><\/section>","plain_text":" CODE OF VIRGINIA\n\nREMOTE PARTICIPATION IN SHAREHOLDERS’ MEETINGS (\u00a7 13.1-660.2)\n\nA. Shareholders of any class or series of shares may participate in any meeting\nof shareholders by means of remote communication to the extent the board of\ndirectors authorizes such participation for such class or series. Participation\nas a shareholder by means of remote communication shall be subject to such\nguidelines and procedures as the board of directors adopts.\n\nB. Shareholders participating in a shareholders’ meeting by means of\nremote communication shall be deemed present and may vote at such a meeting if\nthe corporation has implemented reasonable measures to:\n\n 1. Verify that each person participating remotely as a shareholder is a\n shareholder or a shareholder’s proxy; and\n\n 2. Provide such shareholders a reasonable opportunity to participate in the\n meeting and to vote on matters submitted to the shareholders, including an\n opportunity to read or hear the proceedings of the meeting, substantially\n concurrently with such proceedings.\n\nC. Unless the articles of incorporation or bylaws require the meeting of\nshareholders to be held at a place, the board of directors may determine that\nany meeting of shareholders shall not be held at any place and shall instead be\nheld solely by means of remote communication in conformity with subsection B.\n\nHISTORY: 2010, c. 782; 2017, c. 646; 2019, c. 734.","edition":{"id":1,"name":"2025","slug":"2025","date_created":"2026-06-21 22:39:22","date_modified":"2026-06-21 22:39:22","current":1,"order_by":1,"last_import":null}}