The Long-Awaited Opportunity for Holding General Assemblies Online – Proposed Legal Amendments to the Non-Profit Legal Entities Act (NPLEA)

On April 28, 2021, a bill was submitted to the National Assembly to amend and supplement the Non-Profit Legal Entities Act (NPLEA). It proposes that a new paragraph 2 be added to Article 27 of the NPLEA, according to which, in the event of a declared state of emergency due to an epidemic, persons who participate remotely in an electronic environment that guarantees their identity and their ability to participate in decision-making and discussions shall also be considered present at the general meeting of the association. The attendance and voting of these members shall be confirmed in the minutes and the attendance list by the chair of the meeting and the minute-taker.

If this proposal is accepted, it will allow not only associations to hold general meetings online in the event of a declared state of emergency due to an epidemic, but also foundations to hold meetings of their supreme bodies (in accordance with Article 35, paragraph 1 of the NPLEA) as well as community centers to hold general meetings (pursuant to Article 30 of the Community Centers Act) in the same manner.

In connection with the restrictive measures imposed in 2020 and 2021, the possibility of holding online (remote) meetings of central and local government bodies and commercial entities was quickly arranged. Only the work of the supreme bodies of non-profit legal entities was blocked. Thus, for more than a year now, it has been almost impossible for foundations, associations, and community centers to elect or replace members of their governing bodies, to adopt reports that they are required to publish, and to make other important decisions about their existence.

The bill is currently being discussed by the Parliament’s Legal Affairs Committee. You can express your support for the proposed changes or give your opinion on how they can be improved by writing to the Legal Affairs Committee via the Parliament’s general email address: infocenter@parliament.bg.

The Bulgarian Center for Not-for-Profit Law maintains its position that online meetings of the supreme bodies of non-profit legal entities should be legally permissible in all circumstances, not only in the event of a declared state of emergency due to an epidemic.