New Jersey § 17:9a-83

§ 17:9a-83.

a. Subject to subsection b. of this section, any meeting of stockholders may be held at the principal office of the bank, or at any

branch office, or at any place other than the principal office or a branch office,

provided such other place is in a municipality in which the bank maintains its principal

office or a branch office. Each meeting shall be convened at such hour as is fixed by the by-laws, or, if not

so fixed, at such hour as shall be stated in the call for the meeting. Any meeting may be adjourned from time to time for any period of time and to any

place where it is lawful to hold a meeting. When any meeting is adjourned, it shall not be necessary to give any notice of the

adjourned meeting. b. Any meeting of stockholders may be held solely or in part by means of remote communication

to the extent the board authorizes and adopts guidelines and procedures governing

such a meeting. (1) One or more stockholders may participate in a meeting of stockholders by means

of remote communication to the extent the board authorizes that participation, including

the authorization of a meeting of stockholders held solely by means of remote participation. Stockholder meetings conducted in part or solely by means of remote communications

and any stockholder's remote participation in those meetings shall be subject to those

guidelines and procedures as the board adopts, and shall be in conformity with this

subsection. (2) A stockholder participating in a meeting of stockholders by means of remote communication

in reliance upon paragraph (1) of this subsection shall be deemed present in person

and shall be entitled to vote at the meeting. In any meeting conducted in part or solely by means of remote communication in reliance

upon paragraph (1) of this subsection, the bank shall implement reasonable measures

to: (a) verify that each person participating remotely is a stockholder or a proxy of

a stockholder; (b) provide each stockholder participating remotely with a reasonable opportunity

to participate in the meeting, including an opportunity to vote on matters submitted

to the stockholders, and to read or hear the proceedings of the meeting substantially

concurrently with those proceedings; and (c) record and maintain a record of any votes or other actions taken by remote communication

at the meeting.