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Election of BOD/Proxies/Designated alternates

Started by JoanT • 17 replies • 1724 views

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JoanT (Florida)
Posts: 17
Posted:
For the election of BOD; Our Documunts state "Members may only vote in person or though their designated alternates"
What exactly does designated alternates mean?
DonnaS (Tennessee)
Posts: 5,671
Posted:

Joan,

Florida State Statute 720, 306-(8) governs proxy voting. This is the requirement for using proxy votes, no matter what your governing documents say unless your documents do not allow for them. Yours do allow for the use of proxy voting.

(8) PROXY VOTING.--The members have the right, unless otherwise provided in this subsection or in the governing documents, to vote in person or by proxy. To be valid, a proxy must be dated, must state the date, time, and place of the meeting for which it was given, and must be signed by the authorized person who executed the proxy. A proxy is effective only for the specific meeting for which it was originally given, as the meeting may lawfully be adjourned and reconvened from time to time, and automatically expires 90 days after the date of the meeting for which it was originally given. A proxy is revocable at any time at the pleasure of the person who executes it. If the proxy form expressly so provides, any proxy holder may appoint, in writing, a substitute to act in his or her place.

JohnK3 (Pennsylvania)
Posts: 967
Posted:
Our ByLaws allow for either proxies or absentee ballots, with the limitation that proxies can only be granted to (other) Unit Owners.
JoanT (Florida)
Posts: 17
Posted:
Our document reads "Members may not vote by proxy but only in person or though their designated alternates".
Sorry for the mix up.
DonnaS (Tennessee)
Posts: 5,671
Posted:

Joan,
Designated alternatives are holders of the proxy. Does anyone know what this "desiganted alternatives" is supposed to mean? I mean, I have read many sets of docs and this one baffles me unless they mean a spouse. Dunno!
BruceF1 (Connecticut)
Posts: 2,535
Posted:
I would expect that a "designated alternate" means a proxy since, by definition, that's what a proxy is. Perhaps the authors chose to use that wording because some people don't understand that a "proxy" is a designated alternate (by power of attorney) and confuse a proxy with an absentee ballot.
DonnaS (Tennessee)
Posts: 5,671
Posted:

Bruce,

Quoted from Joan, "Our document reads "Members may not vote by proxy but only in person or though their designated alternates".

MAY NOT VOTE BY PROXY is what she said, and I do find this baffling
KirkW1 (Texas)
Posts: 1,665
Posted:
I see this as a conflicting statement. The normal method of designating an alternate is by signing a proxy. So how do you designate your alternate? I would guess someone wrote the document who doesn't understand the language thereof.
BruceF1 (Connecticut)
Posts: 2,535
Posted:
Donna, Kirk,

Donna, yup, that's what she said, at least the second time around. She didn't say that in her OP.

As kirk said, I think that statement is self-contradictory. I guess the only way to know would be to find the author and ask what he/she meant. To me, proxy, designated alternate - - same thing, whichever you choose to call the person.
DonnaS (Tennessee)
Posts: 5,671
Posted:

I agree. It is definitely a conflicted statement.
KirkW1 (Texas)
Posts: 1,665
Posted:
It does occur to me that the author may have wanted to prevent absentee ballots. These would only be good for the motions as presented. Where a proxy allows for more discretion. (Though you could have a "directed" proxy which states how your designated alternate must vote.)
JoanT (Florida)
Posts: 17
Posted:
Its good to see that I am not the only one confused! This statement is made in our ARTICLE II section. The use of proxy to me was designated alternative. That's all it states in regard to voting and proxy..no further explanation is anywhere in the Covenants.
DonnaS (Tennessee)
Posts: 5,671
Posted:

Joan,
Article 11 of what?? ByLaws or Articles of Inc. We might have found the chink here. Both of these must be consistant in the statement of not allowing the proxy voting.
JoanT (Florida)
Posts: 17
Posted:
By-laws

Article II ( Association Membership, Meetings, quorum, Voting, proxies.)
MicheleD (Kentucky)
Posts: 4,491
Posted:
Vote by "power of attorney" granting someone your vote?

Er. Or Proxy. . . .

I agree, it sounds like it was written by someone who had no idea what they were saying.

MaryA1 (Arizona)
Posts: 7,043
Posted:
prox�y �� (prks) KEY �

NOUN:
pl. prox�ies
A person authorized to act for another; an agent or substitute.
The authority to act for another.
The written authorization to act in place of another.

Because of the obvious contradiction in the bylaws, I guess the board could provide a proxy form and rename it a "designated alternate" form.
DonnaS (Tennessee)
Posts: 5,671
Posted:

Mary,
That is the only solution that I see until they can rewrite that Bylaw, unless they truely do not want the use of a proxy, and that is to retitle the ballot using "designated alternate." I would get the advice of their attorney as to his interpretation or intent of that Bylaw.
JohnK3 (Pennsylvania)
Posts: 967
Posted:
Agree. Just call it something else other than a proxy. Special Power of Attorney works for me...and sounds mysterious enough that it might not be questoned.

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