Minutes for remote and hybrid meetings need everything ordinary minutes need, plus four things a meeting in one room takes for granted: how each person took part, whether those online counted towards the quorum, what happened when a connection failed, and how each vote was cast. First, though, check the body may meet that way at all.
EdCitation publishes this guide, with each rule read at its source on 27 September 2026. It is general information, not legal advice; the company secretary, the clerk or a lawyer answers for your meeting.
EdCitation does not record, transcribe or write minutes. Two of its free tools help with the paperwork: Check your paper reads a body's written rules into a checklist, and Cite a source builds the reference for guidance the minutes rely on; our runs are below. For recording a Zoom or Teams call, see recording a meeting: the law on consent and AI note-takers in meetings.
May the body meet remotely, and what must its minutes show?
It depends on who is meeting.
| Body and country | May it meet remotely? | What the minutes should record | Source |
|---|---|---|---|
| Directors of a UK private company | Yes, if each can communicate with the others | How remote directors took part; where the meeting was treated as held; a quorum at each vote | Model arts. 9 to 11 |
| Members of a UK company, general meeting | Yes, by electronic means; the notice still states a place | Who attended and how; how votes were taken | Companies Act 2006, ss. 311, 360A; model art. 37 |
| English local council, parish and town councils included | No: members must be physically present | Only members in the room as present | Hertfordshire judgment (2021) |
| Charity in England and Wales | If its governing document allows it | Who attended electronically; how votes were taken | Charity Commission (2024) |
| New York public body | Yes, with a quorum where the public can attend | Which members, if any, took part remotely | N.Y. Pub. Off. Law § 103-a |
| California nonprofit public benefit corporation | Yes, unless its articles or bylaws say otherwise | The count at each vote after anyone leaves | Cal. Corp. Code § 5211 |
| Board under Robert's Rules of Order | Only if its bylaws authorise it | Quorum by roll call; vote totals; forced disconnections | Robert's Rules Association (n.d.) |
| Your own body | Its standing orders or constitution decide | Whatever they require | Read them into a checklist with Check your paper |
UK companies: directors' meetings
Under the private company model articles, directors participate in a meeting, or part of one, when each can communicate their information and opinions on each item to the others, wherever they are and however they communicate (Companies (Model Articles) Regulations 2008, sch. 1, art. 10). If they are not all in one place, they may treat the meeting as held wherever any one of them is (art. 10(3)): minute that decision.
The notice must say how directors will communicate if they will not be together (art. 9(2)(c)). No proposal may be voted on without a quorum participating, two unless the directors fix more (art. 11). Section 248 of the Companies Act 2006 requires minutes of every directors' meeting, kept ten years. A company's own articles override the model; the rest is in board meeting minutes in the UK.
UK companies: general meetings
Section 360A says nothing in Part 13 of the Act prevents members who are not together from attending, speaking and voting by electronic means; a traded company may restrict this only as far as identification and security need. Model article 37 counts people as attending if they can speak and vote, wherever they are. Yet the notice must state the meeting's place (s. 311(1)). A hybrid meeting with a venue plainly meets that; the sections we read do not say whether a platform alone can be the place, so ask the company secretary before meeting wholly online. See AGM and general meeting minutes.
English local councils
Councils in England must meet in person. In Hertfordshire County Council v Secretary of State for Housing, Communities and Local Government (2021), decided on 28 April 2021, the High Court held that once the Coronavirus flexibility regulations lapsed (they covered meetings before 7 May 2021), a meeting under the Local Government Act 1972 must be held at a single physical location, and being present means being physically there. Allowing remote meetings, it said, was for Parliament.
The Ministry of Housing, Communities and Local Government (2025) response of 5 June 2025 confirms meetings must be held in "a single, specified, physical 'place'" and says the government plans to legislate "when parliamentary time allows". The English Devolution and Community Empowerment Act 2026, passed on 29 April 2026, contains no such power in the text we searched, and we found no other Act that does. So a councillor watching by video is not present: list them, if at all, apart from those present, and never count them towards quorum or a vote. More in parish and town council minutes.
Charities in England and Wales
The Charity Commission (2024), in Charity meetings (CC48, updated 19 July 2024), tells trustees to amend the governing document so it explicitly allows virtual and hybrid meetings and says how notice is given, how votes are held and how such meetings are adjourned. It asks for a rule on technology failures (carry on if still quorate, or adjourn) and, at an AGM, a record of who attended electronically. See charity trustee meeting minutes.
A US example: New York and California
New York's Open Meetings Law allows videoconferencing only after a local law or resolution following a public hearing, with written procedures posted online. A quorum must be physically present where the public can attend; other members join remotely only for "extraordinary circumstances" such as disability, illness or caregiving, and a body may let a member whose disability prevents attendance count (N.Y. Pub. Off. Law § 103-a(2)). The minutes must say which members took part remotely, and each such meeting is recorded and posted within five business days. The section expires on 15 July 2028.
For a California nonprofit public benefit corporation's board, joining by conference telephone or video counts as presence in person if all the directors can hear one another, unless the articles or bylaws say otherwise (Cal. Corp. Code § 5211(a)(6)).
Robert's Rules of Order
Its publisher says a board may meet by videoconference or teleconference only if the bylaws specifically authorise it, with everyone able to hear each other at once and rules adopted on quorum, motions and voting (Robert's Rules Association, n.d.). That answer cites the 12th edition, 9:30 to 9:36, which we did not read; the authors' sample rules for electronic meetings are free (Robert et al., 2020). See minutes under Robert's Rules.
How do you record who attended, and how?
Record each person's means of attendance beside their name: in the room, by video or by telephone. New York requires it, and anyone checking the quorum later needs it. List non-members separately, note anyone joining late or leaving early, and for a company say where the meeting was treated as held. A New York body should also note who attended under extraordinary circumstances and who counted: the Village of Ossining (2023) counts only members at the public location and those online because of a disability.
How does quorum work in virtual meetings?
The body's own rule decides whether online members count, as the table shows, and only trustees count at a trustee meeting (Charity Commission, 2024). Count more than once. Robert's Rules' sample rules for an online board take the quorum by audible roll call at the start, then rely on the on-screen list of participants unless a member demands a roll call, for example after a vote whose totals add up to less than a quorum (Robert et al., 2020). Minute the count at the start and at every vote.
What if a connection drops, or someone leaves and rejoins?
Minute when they dropped out, the item under way, when they rejoined and whether the meeting stayed quorate. The rules decide what follows.
When the rules count who is left
A director who cannot communicate is not participating in that part of the meeting (model art. 10(1)); if fewer than the quorum remain, no proposal may be voted on (art. 11(1)). California lets a board meeting that began quorate carry on after directors withdraw, if each action is approved by at least a majority of the required quorum (§ 5211(a)(8)).
When the rules decide in advance
Robert's Rules' sample rules make each member responsible for their own connection: no action is invalidated because one member's link failed. In a hybrid meeting, though, business done while the meeting room's link to the call is down is null and void, except what may be done without a quorum (Robert et al., 2020). If your rules say nothing, minute what the chair decided and why.
How should you minute voting in virtual meetings?
Minute the method, the result and, where the rules require it, the names. The Charity Commission (2024) lists four ways trustees can vote at a virtual or hybrid meeting: a raised hand on screen, an electronic poll, a vote typed into the chat box, or each person answering yes or no in turn. Robert's Rules' sample rules treat an anonymous vote on the meeting service as a ballot, with the chair announcing the numbers on each side and those present not voting. New York requires a record of every matter formally voted on and the vote (§ 106(1)).
Our procedure for a hybrid vote:
- Before the meeting, confirm which voting methods the rules allow.
- Read the motion aloud and show its text on screen.
- Use one method that reaches everyone, or a roll call; a member on the telephone cannot see a poll or the chat, so call on them by name.
- Count the room and the screen together, announce the totals, and minute the method, the totals, any names required, and anyone unable to vote because their connection failed.
Is the meeting chat part of the minutes?
Not in itself. None of the sources we read makes a chat log part of the minutes, and the Charity Commission (2024) says minutes need not be word for word. What the meeting acted on goes in: a vote cast in the chat, a motion posted in writing (Robert's Rules' sample rules reserve an online area for motions), a declaration of interest or an objection, each copied in with its time. Side remarks stay out; keep or delete the chat file under your retention policy, as you would a recording.
Our remote attendance section for a minutes template
This section is ours. It fits the attendance part of our meeting minutes template; replace the brackets with your body's rules.
ATTENDANCE
In the room at [venue]: [names]
By video ([platform]): [names]
By telephone: [names]
In attendance: [name, role, how joined]
Apologies: [names]
QUORUM
Required: [n] under [rule]; online members [counted / not counted]
Counted at [time] by [roll call / participant list]: [n]
CONNECTIONS
[time] [name] lost connection at item [n]; rejoined [time]
[time] quorum confirmed at [n] / lost; chair [adjourned / continued]
VOTES (under each item)
Method: [hands / poll / chat / roll call]; for [n], against [n],
abstaining [n]; unable to vote because of connection: [names]
CHAT
From the chat: [votes, motions, declarations, with times]
A worked example: an invented charity's hybrid meeting
Everything here is invented: Fernbrook Community Trust, its constitution (clause 11 allows hybrid meetings, quorum four) and its figures. Trustees appear by letter.
Fernbrook Community Trust (an invented charity): trustee meeting, Wednesday 14 October 2026, 6.30 pm, at the trust's office and by video
In the room: Trustees A (chair), B and C. By video: Trustees D and E. By telephone: Trustee F. Apologies: Trustee G. In attendance: the operations manager, taking the minutes.
Quorum: four under clause 11; six trustees answered the roll call at 6.31 pm.
4. Hall roof repair. Trustees considered paper 4, three quotations. Trustee E's connection was lost at 6.52 pm; a roll call confirmed five trustees remained. RESOLVED to accept Contractor X's quotation of £8,900. For: Trustees A, B, C, D and F, by roll call. Trustee E rejoined at 7.04 pm and did not vote on item 4.
5. Holiday closing dates. Voted by chat on video, aloud in the room and by telephone: for 5, against 1 (Trustee D, by chat at 7.12 pm). Carried.
Where does EdCitation help with remote meeting rules?
EdCitation reads rules and cites them; it writes nothing in the minutes and records nothing. For references we think it the best tool available: each entry is built from the publisher's record or the page itself, where a chatbot writes one from memory, and it shows what it read, so faults like those below are visible. Check your paper, Cite a source, Find sources and Verify references are free with no account; Pro is $8 a month and Max $24 (pricing).
Ossining's procedures in Check your paper
Check your paper was built for assignment instructions. We uploaded the Village of Ossining (2023) videoconferencing procedures, a three-page PDF. It read 5,677 characters, returned no rules, and set aside 12 sentences for a person to check, among them "A member may attend via videoconferencing only where one or more extraordinary circumstances are present." It ran the title into the first sentence.
Several provisions appeared in neither list: the long sentence setting out the disability exception to the in-person quorum (a shorter one restating it was listed), the written notice a member must give, "Only open public meetings are covered by this procedure.", and the line saying the procedure expires on 1 July 2024 unless extended (we could not confirm whether it was). The procedures never mention minutes, though section 103-a(2)(e) requires them to name remote members: a checklist from one document shows only that document.
CC48 in Cite a source
Given CC48's address, Cite a source returned "Charity Commission. (2024, July 19). Charity meetings. GOV.UK." and the address, matching the page; our entry below is the same.
Quick questions
Do people who join online count towards the quorum?
Only if the body's rules say so. UK company directors under the model articles count wherever they are; English councillors only in the room.
Can an English parish council hold a hybrid meeting?
Not with councillors joining remotely: under the 2021 High Court ruling they must be physically present to count and vote. The government plans to legislate; no Act we found has done so.
Can votes be taken in the Zoom chat?
For a charity in England and Wales, the Charity Commission lists a vote typed into the chat box as one option. Copy each chat vote into the minutes with its time.
Can EdCitation take the minutes of our online meeting?
No. EdCitation does not record, transcribe or write minutes. Its free Check your paper reads written rules into a checklist, and our run shows a person must still read them.
Does a dropped connection invalidate a vote?
Not under Robert's Rules' sample rules, where one member's failed link invalidates nothing. Under the UK company model articles, a vote stands if a quorum was still participating.
References
- Cal. Corp. Code § 5211 (2020). https://leginfo.legislature.ca.gov/faces/codes_displaySection.xhtml?lawCode=CORP§ionNum=5211
- Charity Commission. (2024, July 19). Charity meetings. GOV.UK. https://www.gov.uk/government/publications/charities-and-meetings-cc48/charities-and-meetings
- Companies Act 2006, c. 46. https://www.legislation.gov.uk/ukpga/2006/46/section/360A
- Companies (Model Articles) Regulations 2008, SI 2008/3229. https://www.legislation.gov.uk/uksi/2008/3229/schedule/1
- English Devolution and Community Empowerment Act 2026, c. 23. https://www.legislation.gov.uk/ukpga/2026/23/contents
- Hertfordshire County Council v Secretary of State for Housing, Communities and Local Government [2021] EWHC 1093 (Admin). https://caselaw.nationalarchives.gov.uk/ewhc/admin/2021/1093
- Ministry of Housing, Communities and Local Government. (2025, June 5). Remote attendance and proxy voting in local authorities: Consultation results and government response. GOV.UK. https://www.gov.uk/government/consultations/enabling-remote-attendance-and-proxy-voting-at-local-authority-meetings/outcome/remote-attendance-and-proxy-voting-in-local-authorities-consultation-results-and-government-response
- N.Y. Pub. Off. Law §§ 103-a, 106 (2026). https://opengovernment.ny.gov/system/files/documents/2026/05/oml-text-052926_0.pdf
- Robert, H. M., III, Honemann, D. H., Balch, T. J., Seabold, D. E., & Gerber, S. (2020). Sample rules for electronic meetings. Robert's Rules Association. https://robertsrules.com/wp-content/uploads/2020/08/electronic-meeting-sample-rules.pdf
- Robert's Rules Association. (n.d.). FAQs. Retrieved September 27, 2026, from https://robertsrules.com/frequently-asked-questions/
- Village of Ossining. (2023). Revised procedures for videoconferencing of meetings by public bodies. https://www.villageofossiningny.gov/sites/g/files/vyhlif4821/f/uploads/videoconferencing_procedure_revised_june_2023_0.pdf