How does a proxy have to be registered?

Karl,

The answer to your questions about the member who is in violation of the CCR and behind in paying his assessments should be found in your CCRs. Most will state that a member not in good standing (delinquent and in violation) cannot use the amenities nor exercise his right to vote and perhaps even state he cannot hold a position on the board. Check your gov docs for this. IMO, he should definitely NOT be a candidate for the Board. I hope the BOD is going after him for the delinquencies and he's being fined for the multiple violations.

The notice of the annual meeting should state the deadline for submitting proxies to the Secretary. If it doesn't then I would say as long as she gets them b/4 the meeting begins they should be valid. You seem to think it's not right for a member to "run around. . .collecting proxies". If your bylaws state proxies can be used then any member has a right to collect as many as he can. You can do the same thing these people you speak of are doing. I've heard others complain about this and could never understand why, when every member has the same rights regarding proxies and how many they can collect.

Mary,

I do not understand proxies. Not sure why I have such a problem with this issue. I read that ‘general proxies’ cannot be used for voting for the Board members and then I read Florida law 'may' allow it, so please check your by-laws and when you do, the by-laws don’t say much. The F.S. 320 is really bad, bad, bad. I think.
And there are other problems with proxies as you probably well know. Many condos are now limiting the number of proxies one person can hold to five or less. Oh well, enough said

Hi Karl,
Is your association and your form of ownership structured as a condominium? I mention this because we are a condo association and have villas. If so, you would be bound by the FL statutes, Chapter 718. Below are snippets from the statutes....

1st of all, Chapter 718 only recognises two kinds of proxies... 1.) General and 2.) limited (which some people call "specific").

Regarding the use of proxies at a general membership meeting:

(b) Quorum; voting requirements; proxies.--

2. Except as specifically otherwise provided herein, after January 1, 1992, unit owners may not vote by general proxy, but may vote by limited proxies substantially conforming to a limited proxy form adopted by the division. Limited proxies and general proxies may be used to establish a quorum. Limited proxies shall be used for votes taken to waive or reduce reserves in accordance with subparagraph (f)2.; for votes taken to waive the financial reporting requirements of s. 718.111(13); for votes taken to amend the declaration pursuant to s. 718.110; for votes taken to amend the articles of incorporation or bylaws pursuant to this section; and for any other matter for which this chapter requires or permits a vote of the unit owners. Except as provided in paragraph (d), after January 1, 1992, no proxy, limited or general, shall be used in the election of board members. General proxies may be used for other matters for which limited proxies are not required, and may also be used in voting for nonsubstantive changes to items for which a limited proxy is required and given. Notwithstanding the provisions of this subparagraph, unit owners may vote in person at unit owner meetings.

Regarding assessment delinquencies of directors:

(d) Unit owner meetings.--
A person who has been suspended or removed by the division under this chapter, or who is delinquent in the payment of any fee or assessment as provided in paragraph (n), is not eligible for board membership. A person who has been convicted of any felony in this state or in a United States District or Territorial Court, or who has been convicted of any offense in another jurisdiction that would be considered a felony if committed in this state, is not eligible for board membership

(n) Director or officer delinquencies.--A director or officer more than 90 days delinquent in the payment of regular assessments shall be deemed to have abandoned the office, creating a vacancy in the office to be filled according to law.

Hope this helps....
Ann

(b) Quorum; voting requirements; proxies.--
after January 1, 1992, NO proxy, limited or general, shall be used in the election of board members.
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AnnaJ ,

the section above truly does not apply to the election of board members. I was just reading the condo law and only secret ballots can be used.

Karl ought to find out if pproxies can be used for the election of board members in his HOA. It would be quite unusual, but possible.

Sorry Eva, just realized that's from 718. From the section Ann posted.

Karl,
1. The Articles of Incorporation for non-profits (Chapter 617) describes the voting procedures for the Board members.
2. The spin-off is in the Association by-laws. Please just check the By-laws for now.
3. The by-laws must say how to vote for the Board members.
4. Your first statement, that votes ‘can be in person or by proxy’, most likely does not apply to the election process. That statement applies to voting on general issues.
5. There must be something else in your by-laws stating When-Where-How the Directors are appointed. In our By-laws it is under the Article III: Directors. Your Article title may be different.
6. If there is absolutely nothing on election of officers then Articles of Incorporation prevail. But I doubt that is happening. I also doubt – but it is possible – that you can elect directors by using proxies.
7. F.S. Statute Chapter 720 just says ‘that all members must be eligible to serve on the Board of Directors.’ Nothing more. And that prevails.You can not stop any member from running for the board.
8. But again, the By-laws should define who –once elected – cannot serve on the Board or vote, or something. So, even if this guy is elected and he is late on his assessments, he may have to resign, unless he pays up one day before the election. Possible, right? All that will really depend on the Treasurer, you know.

I think your best approach is to make sure the votes are legal. And, this is why you first have to find out if proxies can be used.

Ann and Eva:

You guys are saying all the time that a proxy cannot be used in the election of officers, but where does it say that? I read through Chapter 720, and I couldn't find anything like that.

We are not a Condominium We are governed by Chapter 720 Homeowners' Associations.

Karl,

Copied below is the applicable statute from the FL HOA statutes. As you can see proxies are allowed.

720.306(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.

Hi Eva,

Sorry I missed your post last night... went to bed early!

Yes, your ballot is still valid if you don't submit a POA to vote on any other issues. In our annual notice to meeting, we send out a "limited" proxy so as to secure a quorum. Along with this proxy, we mail the election ballot.

Karl... the above applies to Chapter 718... I don't want to confuse you.

Attached is an article from the law firm of Becker & Poliokoff and it addresses some of the differences between chapter 720 and 718 in regards to the election processes.

Ann

Yes, your ballot is still valid if you don't submit a POA to vote on any other issues. In our annual notice to meeting, we send out a "limited" proxy so as to secure a quorum. Along with this proxy, we mail the election ballot. Ann
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Ann,

thank you again. I like Joe Adams a lot. The problem he is describing is so typical of HOAs. The legislation in Tallahassee worries more if the Board reads the Governing documents instead of addressing the voting issues.

I will try to propose an amendment to allow secret mail-in ballots for elections (no proxies required). I have a few more questions, if I may:

1. Does your 'limited' proxy say that it can be used only for securing a quorum or does it give a proxy holder a power to vote on some general issues.

2. Who gets the proxy with the ballot? The proxy holder or the Secy?

3. How do you vote on funding reserves and amendments? Secret or signed ballots?

Eva,
In answer to your questions:
1.) Our "limited" proxy is used for a quorum and non-substantive matters that may come up for a vote... i.e. approval of minutes, lay on the table, adjournment etc etc. Our proxy language is:

Limited Proxy Instructions
This Limited Proxy can be used for the purpose of reaching a quorum to conduct the Association's Annual Meeting. It must be completed and filed with the Secretary of the Association, or the Manager. If you have any doubt about attending the meeting, this proxy will be used to obtain a quorum at the Annual Meeting and to vote on any non-substantive matters that may require a vote at the meeting.
Note: Should you NOT have submitted your Certificate of Appointment of Voting Representation, please complete same if your property is deeded to more than one person. The certificate may be returned in the PROXY return envelope along with your proxy.

LIMITED PROXY

XXXXXXXXXXXXXXXX Condominium Association, Inc.

The undersigned hereby appoints ___________________________ as my proxy, for the establishment of a quorum and for all non-substantive matters to come before the meeting of the above Association or any adjournment thereof, according to condominium documents and the Florida statutes, to be held:

Date: Wednesday, December 3, 2007
Time: 7:00 PM
Location: 10311 Club Circle - The Clubhouse

NOTE: Should you fail to designate a specific proxy holder above, it will be presumed that you wish the Secretary of the Association to serve as your proxy holder.

I hereby certify that I am the person authorized to execute this Proxy for and on behalf of the owner(s) of the aforesaid unit. The undersigned ratify and confirms any and all acts and things that the limited proxy may do is for the above mentioned whether at the meeting referred to above or at any change, adjournment, or continuation of it, and revoke all prior proxies previously executed.

Dated: ____________________

_______________________________________________________
Unit # Unit Address

_______________________________________________________
Designated Voter - Print Name

_______________________________________________________
Signature of Designated Voter of Unit

(In no event shall this limited proxy be valid for a period of longer than 90 days after the date of the first meeting for which it is given)
.........................................................................
2.) The proxy is mailed to our official address (clubhouse) in a specific envelope labeled "proxy". The ballot is also mailed to our clubhouse in it's specific envelope labeled "ballot".

3.) We fully fund our reserves (by declarations) and this matter is considered at a special budget meeting of the BOD. A copy of the proposed budget is mailed to the members prior to the BOD meeting and there is ample time for the members to react. So far, our community has fully supported the full funding and in fact, highly encourages it. Ain't that sweet?? Our declarations do provide for a special called meeting of the general membership should the members wish to fund less than 100% or, in fact, want no funding.

Ann

PS... I think we have hijacked this thread and probably should start a new thread, agree? I'm happy to share our procedures with you or anyone interested.

Mary,

Thank you. I just was not sure if the definition of ‘mail-in ballot’ was the same as ‘absentee ballot’. (It is like trying to define invitee vs guest) Now I know they are the same. Both you and Ann have confirmed that.

'You have quoted from Chapt. 617.0721 (2), .. however that subsection does not apply to HOAs. …” Mary

Wow, I made a huge mistake. Thanks!

’Chapt 720 - HOAs. 720.306(8) states proxies can be used; says nothing about mail-in ballots.’ Mary

Agree, it does not say anything about mail-in ballots. But, what is your point here? Here is what it says:

‘720.306 (8) The members have the right, unless otherwise provided in this subsection or in the Governing Documents, to vote in person or by proxy.’

If our by-laws say we will use ‘mail-in ballots’ then we are not in conflict with the above provision and our by-laws will stand. True?

Mary,

we agree, life has meaning again:-) Thanks.

Karl,

As I stated earlier, IMO, the meeting notice should state to whom the proxies should be mailed or given and by what date and/or time. However, if it is not stated in the notice, I would think as long as they are given to the Sec b/4 the meeting they should be valid. The reason for requiring the Sec to receive the proxies is so she can make certain the person giving the proxy and the proxy holder are both eligible to vote. Also, the secretary must make certain the proxy holder recieves a ballot and that more than one ballot is not cast for any one lot.

Mary,

As far as the holder of the proxy goes? Who can be the holder of a proxy? Anybody the homeowner chooses? Or only another homeowner of the community?

Eva,

here are the headers from our Bylaws:

1. IDENTITY
2. MEMBERSHIP, VOTING, QUORUM, PROXIES
3. ANNUAL AND SPECIAL MEETINGS OF MEMBERSHIP
4. BOARD OF DIRECTORS
5. Officers
6. ASSESSMENTS

Does that look OK to you?

I think to make it short and avoid that back and forth I will just post the Bylaws.
Hope you can open a PDF document.

Eva,

the only thing I can offer is the link to the document
http://205.166.161.12/oncoreV2/showdetails.aspx?id=5878374&rn=1&pi=0&ref=search

If it doesn't work, let me know maybe I can send it in a different way.
But unfortunately the "Articles of Inc" have as far as I know also never been amended.

Eva,

I tried it. I copied and pasted the line with the link in my address bar and it did bring up the Broward County Public Records page with images of our "Articles of Inc".

Try to click here

If this doesn't work I will have to type it and post it again.

Karl,

Articles- I opened it but it was hard to read. I was interested in Article 4. but it did not say much I could see. The Articles seem to be written by the developer in 1979.

By-laws - I cannot tell when the By-laws were recorded. The document itself seems to be much 'newer'. You may just want to ask your secretary if the copy you have is a recorded copy. Or, see if you can find a recorded copy in the county records. The by-laws - for most part are pretty much a standard boilerplate and under Article IV Directors - everything seems the same BUT a couple of paragraphs - on election process itself -which are in our by-laws are not included in your by-laws. There is nothing about nominating committee and the election process itself. Not a good thing. Since the Articles are really hard to read I could not tell if the By-laws were in conflict with the Articles, but that is something you can determine. Also, no where does it say you operate as HOA under Chapter 720. Or, if it does I did not see it. There are just too many loop holes.

Covenants - I have not seen your covenants, but if there were also recorded in 1979 and not extended (preserved) you have a rather big problem on your hands. You may not even exist as an association any longer. This could be a fun Annual Meeting.

Eva, I'm not sure what you are trying to help him with, but the Articles look pretty extensive to me.

What is the question concerning them?

And the clerk's date-stamp on them appears to read sometime in 1979.

Roger,

your Annual Meeting agenda does not include the election of directors. How come?

Karl,

As I stated earlier, IMO, the meeting notice should state to whom the proxies should be mailed or given and by what date and/or time. However, if it is not stated in the notice, I would think as long as they are given to the Sec b/4 the meeting they should be valid. The reason for requiring the Sec to receive the proxies is so she can make certain the person giving the proxy and the proxy holder are both eligible to vote. Also, the secretary must make certain the proxy holder recieves a ballot and that more than one ballot is not cast for any one lot.Mary
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Here we go Mary! There is no mention how the directors are nominated and if there are even balots distributed to the owners.

I kept asking Karl how they nominate directors but my point did not come accross. He seemed interested only in proxy registrations.

Do you think they nominate the directors from the floor? Ha, that would be fun.

The Karl's association has some serious issues to deal with.

Mary,
this was another question I had and my point did not come across. If a ballot is mailed to an absentee owner and the ballot is mailed back along with a 'general proxy' does the ballot become a mail-in ballot?

Again, our by-laws say we can only nominate directors by ballot. Period.

We can vote in person or by proxy.

Ahhhh...if I can't find humor in this quagmire...then I just need to pack it in! People are CRAZY funny sometimes! (Especially on this forum...wow!!! I can't tell you how many times I've started a reply to a message just asking - REALLY???)

Our nomination process...when we get to that part on our agenda... Since I'm the President, I say "is there anyone who would like to serve?"...someone will raise a hand...we raise our hands to vote that person in. I know we need a nominating committee, along with about a hundred other things (audits, reserve studies, at least one CC&R amendment, insurance updates, some deadbeats evicted, another board member, posting stuff somewhere...what are those, some type of required publicizing of some of our information).

We've also gotten to that point on the agenda, and a member will move to retain the entire board in total, so we vote on that.

Why doesn't it work to nominate from the floor? With only 4-5 people attending our yearly meeting, it seems to work really well for us.

Dear Tracie,

You are just a tiny association and am sure you are doing a lot of things rather informally. My advice: keep it that way. You do not have to operate like a 300 unit community. This is why I said ’what ever works for you’. It is more important to have a harmony in such a small community than a bunch of unnecessary dog fights.

I would not impose more rules on people and would not impose more responsibilities on the Association unless I really had to. Live and let live is my thinking