SB 24-VIRTUAL MEETINGS FOR CORPORATIONS  4:00:38 PM CO-CHAIR SPOHNHOLZ announced that the next order of business would be CS FOR SENATE BILL NO. 24(L&C), "An Act relating to holding corporate meetings by remote communication; allowing voting by remote communication at corporate meetings; making shareholder lists available electronically; relating to for- profit and nonprofit corporations; relating to business and industrial development corporations; relating to Native corporations; relating to the Alaska Banking Code; and providing for an effective date." [Before the committee was CSSB 24(L&C).] 4:01:14 PM CO-CHAIR SPOHNHOLZ moved to adopt Amendment 1 to CSSB 24(L&C), labeled 32-LS0213\B.1, Bannister, 3/11/21, which read as follows: Page 7, line 29, following "with": Insert "and hear" 4:01:18 PM REPRESENTATIVE SCHRAGE objected for the purpose of discussion. 4:01:26 PM The committee took a brief at-ease. 4:01:51 PM CO-CHAIR SPOHNHOLZ explained the changes found in Amendment 1. She said that the purpose of this amendment is to respond to the Foraker Group's concern by specifying that non-profit organizations cannot use email communication as a method to vote, and that meetings need to be live so that voting can take place simultaneously. She added that Legislative Legal Services offered its understand that including the word "simultaneous" allowed for meetings to still be considered live and functioning even if there is a "blip" in the meeting, which she noted does happen, as the committee has experienced itself. She said that she wants to avoid that "blip" negating the legitimacy of the meeting. She shared that she worked with the bill's sponsor on the amendment and the sponsor supports the change. She concluded that she thinks Amendment 1 addresses the Foraker Group's concerns and specifically crafts legislation in a way that serves the nonprofit community. 4:03:20 PM REPRESENTATIVE MCCARTY commented that he supports Amendment 1. 4:03:42 PM REPRESENTATIVE SCHRAGE withdrew his objection to the motion to adopt Amendment 1. There being no further objection, Amendment 1 was adopted. 4:04:04 PM CO-CHAIR SPOHNHOLZ opened public testimony on CSSB 24(L&C). 4:04:19 PM BONNIE PASKVAN, Partner, Dorsey and Whitney Law Firm, shared that she is the co-chair of the national Indian and Alaska Native Law Practice Group at Dorsey and Whitney Law Firm, where she is also a partner. She explained that as a pro-bono effort and not on behalf of any specific client, Dorsey and Whitney proposed language to Alaska State Senator David Wilson to permanently amend Alaska's corporations code to allow corporations to hold their regular, annual, and special meetings in person, virtually, via hybrid meetings by remote communications, and she noted that the committee was currently conducting a hybrid meeting. MS. PASKVAN expressed her appreciation for the Alaska Native Claims Settlement Act (ANCSA) Regional Association, which submitted a letter of support for SB 24 on February 16th, 2021, and noted that ANCSA represents over 13,000 shareholders. In March of 2020, many clients came to her and her colleagues to ask how to legally conduct shareholder meetings during a pandemic because Alaska statutes only permit expressly in-person meetings, she explained. She noted that in her research, she learned that Alaska was one of only nine states nationally that require in-person annual meetings and special meetings. She stated that Dorsey and Whitney requests the committee's immediate approval and movement of SB 24 so that Alaska can join the vast majority of the United States giving corporations the right to hold their meetings in a variety of ways. She added that the firm has received no opposition in any of its discussions with any of the different corporations and their members to allow hybrid or virtual meetings. She stated that the firm considers SB 24 to be a small modernization effort that would give corporations more tools in their toolbox and would allow corporate shareholders to attend and participate in meeting virtually which would save time, money, and relieve the stress of having to travel or get off work. MS. PASKVAN continued that the firm urges the committee to pass SB 24 as quickly as possible and shared her understanding that the proposed legislation is time sensitive because corporations do not want to hold in-person meetings yet, and these corporations are mandated by law to hold annual meetings. She noted that there are some meetings scheduled to meet as soon as the end of next week. She concluded that the passage of SB 24 quickly would add certainty and clarity for Alaska corporations and legally empower corporations to hold meetings virtually or in a hybrid fashion, as the committee is currently doing. 4:07:50 PM CO-CHAIR SPOHNHOLZ thanked Ms. Paskvan for her testimony and pro-bono work. She assured her that the committee intends to pass SB 24 as quickly as possible. 4:08:01 PM LINDSEY HOLMES, NANA Regional Corporation, shared her understanding that in light of COVID-19, SB 24 is very important. She agreed that corporations by law are required to hold an annual meeting sometime between February 1st and April 30th of each year, and the bylaws for NANA Regional Corporation also require that the meeting be held in the NANA region, which is essentially comprised of the Northwest Arctic Borough. She explained that NANA scheduled its upcoming annual meeting for March 27 as a remote meeting relying on what was in the statewide emergency order that was in place at the time. Now, she continued, those emergency orders have expired and with no provision in Alaska law for remote shareholder meetings, NANA and other similarly situated companies have been put in "quite a bind." She explained that NANA is struggling with how to honor duties to shareholders while following the law. MS. HOLMES continued that she is happy to see SB 24 seemingly moving forward quickly, and is glad that the proposed bill includes an immediate effective date and a retro-activity clause that will protect companies like NANA that have no choice but to hold meetings soon. She reiterated Ms. Paskvan's words and said that NANA would appreciate the timely advancement of SB 24. 4:10:14 PM CO-CHAIR SPOHNHOLZ recognized Ms. Holmes as a former member of the State of Alaska House of Representatives. 4:10:31 PM ERROL CHAMPION, Chair, Legislative Issues Committee, Alaska Realtors, explained that Alaska Realtors acts as the voice of Alaska real estate and represents over 1,750 of the nearly 3,000 licensed agents statewide. He said that Alaska Realtors supports SB 24, and informed the committee that during the Thirty-First Alaska State Legislature in 2020, Alaska Realtors worked with the legislature and administration on legislation to allow non-profit corporations the ability to continue to meet through electronic means. He echoed previous testifiers by saying that now that the disaster declaration has expired, Alaska Realtors are in violation of "antiquated" rules and regulations. He concluded by urging the committee to adopt SB 24 quickly. 4:12:08 PM ANDREA GUSTY, President and CEO, Kuskokwim Corporation, shared that less than a third of Kuskokwim Cooperation's 4,400 shareholders currently live in the Kuskokwim region. Traditionally, she continued, the cooperation would hold the annual meeting of shareholders in one of the ten villages surrounding the Kuskokwim River, and the bylaws require this. Due to COVID-19, this meeting took place virtually, she explained, which allowed the corporation to bring information to the people who needed it in a safe way. She added that the corporation was also able to reach a different demographic of shareholders, such as those who live out of the region and out of the state, many of whom were young people who didn't have the funds to travel and elders who had to move out of the villages for health reasons. She stated that the virtual meeting allowed the corporation to connect with and serve the people in a new way. MS. GUSTY explained that she does not know what the corporation is going to do for the 2021 meeting as it is "far from being back to business as usual" due to COVID-19. The Kuskokwim Corporation took precautions early on for the safety of the employees and the well-being of the rural communities, she shared, and although the corporation is eager to reconnect in- person with the people that it serves, it is not willing to put the communities and some of the most vulnerable shareholders at risk. She opined that the Kuskokwim region has done a great job at mitigating the impacts of the pandemic and she doesn't want the corporation to be the vehicle that brings the virus to the villages. She said that SB 24 would allow for the option to continue to hold virtual meetings into the future. Although the corporation doesn't want to hold virtual meetings every year, she explained that without the clear end of the pandemic in sight, it's imperative that the option is available. She concluded by asking the committee to pass SB 24 "as amended" as soon as possible. 4:15:02 PM KARA MORIARTY, President and CEO, Alaska Oil and Gas Association, stated that as president and CEO, she is testifying on behalf of Alaska Oil and Gas Association (AOGA) and its members and supports SB 24. She explained that Alaska's oil and gas operations are widespread and exist in some of the most remote areas of the state, and with AOGA's governing boards and committees comprised of individuals who work in such a geographically varied industry, it is not feasible for everyone to be physically present in the same room to conduct business. As AOGA is considered a 501 C (6) association, the ability to hold remote meetings whether online or via teleconference has been critical, she opined. She said that at the start of the pandemic, the industry moved quickly to implement procedures to ensure the safety of its workers. One year later, she shared her understanding that virtual meetings are still imperative to safely operate. She restated that AOGA supports the passage of SB 24 to ensure that all incorporated entities have the ability to conduct business virtually or in person. 4:17:08 PM CO-CHAIR SPOHNHOLZ, after ascertaining that no one else wished to testify, closed public testimony on SB 24. [CSSB 24(L&C), as amended, was set aside and taken up again later for the purpose of a motion.] SB 24-VIRTUAL MEETINGS FOR CORPORATIONS  4:41:37 PM CO-CHAIR SPOHNHOLZ announced that the next order of business would be a return to CS FOR SENATE BILL NO. 24(L&C), "An Act relating to holding corporate meetings by remote communication; allowing voting by remote communication at corporate meetings; making shareholder lists available electronically; relating to for-profit and nonprofit corporations; relating to business and industrial development corporations; relating to Native corporations; relating to the Alaska Banking Code; and providing for an effective date." CO-CHAIR SPOHNHOLZ invited a motion. 4:41:45 PM REPRESENTATIVE SCHRAGE moved to report CSSB 24(L&C), as amended, out of committee with individual recommendations and the accompanying fiscal notes. There being no objection, HCS CSSB 24(L&C) was reported out of the House Labor and Commerce Standing Committee.