MC 2020-13 | Guidelines on the conduct of meetings of the Board of Directors, members of Committees, and management staff of cooperatives through videoconferencing or physical attendance

MEMORANDUM CIRCULAR NO. 2020-13
Series of 2020

TO : All Cooperatives

SUBJECT : GUIDELINES ON THE CONDUCT OF MEETINGS OF THE BOARD OF DIRECTORS, MEMBERS OF COMMITTEES, AND MANAGEMENT STAFF OF COOPERATIVES THROUGH VIDEOCONFERENCING OR PHYSICAL ATTENDANCE.

Due to the declaration of a State of Public Health Emergency because of COVID-19 pandemic, the different parts of the country were placed under community quarantine which resulted to a limited movement of people and temporary business and work suspension. With the restrictions imposed, the conduct of meetings by the officers and management staff of cooperatives in accordance with their by-laws have become difficult, if not diminished.

In view thereof, the following guidelines are hereby issued:

  1. Meetings of the Board of Directors and members of the different committees of cooperatives may be conducted either through physical attendance or videoconferencing, even if not included in their bylaws or policies.  This, however, is subject to the rules on sending of notices, quorum and voting requirements as provided for in the bylaws.
  2. Cooperatives may opt to allow meetings of their management staff through videoconferencing, subject to the policies to be adopted by the cooperative.
  3. Videoconferencing shall refer to a conference between two or more participants at different sites by using computer networks to transmit audio and video data. For example, a point-to-point (two-person) video conferencing system works much like a video telephone. Each participant has a video camera, microphone, and speakers mounted on his or her computer. As the two participants speak to one another, their voices are carried over the network and delivered to the other’s speakers, and whatever images appear in front of the video camera appear in a window on the other participant’s monitor.
  4. In the conduct of meetings through videoconferencing, cooperatives shall adopt their own policies and procedures, taking into account the following:
    1. Urgency and importance of the matters to be discussed and voted upon;
    2. Process of documentation and recording of meetings as well as security and accessibility of said recordings, if requested later on.
    3. Availability of facilities and suitable equipment, such as a reliable and strong internet connection capable of supporting numerous simultaneous connections.
    4. Clarity of audio and video for better communication and understanding of what are being discussed; and
    5. Other matters such as administrative, technical or logistical concerns for an effective and efficient videoconferencing meeting.

5. Meetings conducted through physical attendance must comply with the directives relative to health protocols issued by the Department of Health (DOH) or the Local Government Unit (LGU) where the cooperative is situated.

This Circular shall take effect immediately.

Approved per BOD Resolution No. 137, S-2020 dated June 4, 2020.

For the Board of Directors:

(Sgd) ORLANDO R. RAVANERA
Chairman

RESOURCE/S: