Proxy
As an HOA member, you can and should be included when important decisions that impact the association are made. That means attending meetings and electing board members who represent your needs and values. If you don’t live near the property you own in Western Hills Harbor, or you simply can’t attend a member meeting it is possible to assign a proxy.
Conversely, you may be a board member who is concerned about getting enough votes to be re-elected to the board or pushing an important project forward. Without enough votes, decisions cannot be made, and productivity suffers.
A proxy is a document that authorizes an owner to appoint someone else to represent and vote for them. By giving someone proxy, you’re saying that they can cast your ballot at an HOA meeting on your behalf.
- Owners may decide to vote by proxy because:
- They want to vote at an owners meeting, but can’t physically be there
- They’d like to ensure that the meeting reaches quorum
- E-voting is not currently an option, making proxy voting an attractive alternative option
From the board’s perspective, proxies can be useful in helping WHHHOA reach quorum. A quorum is the number of owners who must be present before a meeting can begin. The minimum number for WHHHOA depends on provincial or state laws, and WHHHOA’s governing documents.
Section 82.109 – Quorums in state law regarding quorums must be followed because no quorum requirements exist within the association’s governing documents.
Giving our owners the option to use a proxy vote will drastically help us reach quorum, and as a result, decisions can be made without unnecessary delays. Furthermore, issues can be addressed in a timely manner and the board can get more done for our community because more members are engaged.
You can choose anyone to be your proxy, make sure you select someone you trust.
A proxy must be designated in writing. It should include specific details explaining how the proxy works and who to send it to. The document should require information about the owner who is giving proxy, it should indicate who is authorized to cast the ballot for the owner, and it should detail how the owner wants to vote/who they want to vote for. The date of which the proxy is to be used must appear on the proxy. This should correspond to the date of the meeting. Note that it is acceptable for the proxy to be used at the meeting, and at any adjournment of the meeting.
There are two types of proxies, meaning owners not only have to select a proxy holder to represent them, but they also must ensure they understand what they are asking the proxy holder to do on their behalf. It’s important to review and give due attention to the language of each written proxy so that the owner understands precisely the authority which they are giving.
- Directed proxy – A directed proxy means the proxy holder has a right to vote on behalf of the unit owner, but the unit owner selects the specific issues that they want the proxy to vote on.
- Non-directed proxy – A non-directed proxy means the proxy holder can vote on whatever issues are on the meeting’s agenda.
As a best practice, proxy forms should be distributed at the same time a meeting announcement is sent out. The owner designating the proxy should make a copy of the original document to give to the proxy holder who will be voting on their behalf.
The person who has been given the authorization to represent the owner must show up to the meeting in person and cast a ballot for the owner’s vote to count.
Candidates who are running for a position on the board can ask for proxies from other owners to increase their chances of being elected or re-elected. However, they should not be harassing association members for votes, and any infraction of governing rules could result in disqualification.
No member of the association is permitted to offer to pay proxies or make inappropriate deals with other members in exchange for the promise that they’ll be given special treatment if the candidate is elected to the board.
It is important for all members to be aware of all laws and rules that govern proxy voting for their association so that they do not violate any of those rules or render meetings invalid.
If directed proxies have been authorized, there should be some process in place to ensure directions are followed. It is part of a board’s fiduciary duty to members to ensure ballots are cast according to the proxy’s directions. Therefore, the association will require directed proxy ballots to be able to be distinguished for validation.
Owners can revoke a proxy by issuing a new one, or by providing written notice to the board’s secretary. The owner may also revoke a proxy if they show up for the meeting in person and cast their own ballot.
Sometimes, a member will want to give a proxy to the person who holds their power of attorney. If that person is a lawful power of attorney, no proxy is needed. The person who has been granted power of attorney has the right to vote for the owner.