Special meetings of the board shall be held upon notice to the directors. (b) The by-laws may prescribe what shall constitute notice of meeting of the board.This alert is intended to provide basic guidance to entities organized in New York considering virtual meetings. Northwest provides an attorney-drafted template for New York corporation bylaws that you can fill out, save, download, and print, all for free. Biennial Statements. State law spells out who is responsible for taking minutes of governing board proceedings. Town. Can some or all members of the Board or a committee participate in a meeting via conference call?