Rogue Board

I have lived here for six years now, and for the past five we have had just about the same people on the board. If any one else tries to run it is futal because the President getts all the proxies (we have a lot of out of town/country) owners). And he fills them out and votes for the same people over and over again.

Our place has gone from a ver beautiful place to live to a SLUM apartment complex - there are peopole living in the abandonded units - and this is not safe. When you ask the boards members if they even know how many units are empty they say nothing. And they are giving out parking stickers to the people who are living in the foreclosured units.

What can we do to put our dues in a safe place - as they start projects and never finish and the NEW Property Management Company that was hired a year ago with them is cleaning out the funds (very quickly).

They also do not post the meetings (they put the noticies out by the pool or on the front door of the club house (two days before the board meetings). I would love to know how someone who lives in New York can see the notice? When they are asked about it they say the are following all the rules.

We have two board members who are not even owners any longer - their homes have gone into forclosure - can any one point me in the right direction as to where to go to get my HOA dues put into some kind of an account until things can get straightened out?

Your advise is just what I am doing - but I must admit I am losing my patience. We had two new people land on the board in January - and at the meeting they promised to be more upfront and honest about the way things are done - but so far no actions to back up what they were saying.

I am pulling together a binder of ALL the Florida Status that are mentioned in MY SET of Bylaws and CC&RS that I received when I purchsed the home. But, the BOARD have taken it upon themselves to make changes without a vote of the HOA membership. And they spring the changes on you when you least expect it - and they are not followed for everyone????

But, your advise has me on a path and I will keep posted - as I will need encouragement to say the least.

The usual reason given by a board for requesting that the members give a power of attorney to the president or secretary to vote in their stead (a proxy) in a vote or election is to satisfy a quorum requirement for that vote or election. However, the purpose of a quorum requirement is to prevent a vote or election from being decided by too small a number of members. If granting the board's request for the purpose of satisfying a quorum requirement defeats the purpose of the quorum requirement by allowing the vote or election to be decided by a single person, then the board's request is not legitimate.

If the members vote by mail in a vote or election, then that vote or election will be legal (the quorum requirement will have been satisfied) if at least the quorum number (the minimum required number) of members have voted by mail. There is no need for any member to be present either in person or by proxy for any vote or election in which the members are voting by mail.

A quorum requirement is a voting requirement, not a meeting requirement. As long as a meeting is a regular or properly called meeting, the meeting itself is legal regardless of whether or not a quorum of voting members is present.

The reason that a quorum of voting members must be present (able to vote) for a vote or election before the meeting can be called to order is that the purpose of having the meeting is to conduct the vote or election. If there are not enough voting members present (able to vote) for the vote or election in order for the vote or election to be legal, then there is no point in calling the meeting to order.

Each vote or election requires the presence (the voting presence / the ability to vote) of a quorum of voting members at the time that the vote is taken. If a quorum of voting members is present (able to vote) for a vote or election, then the meeting can be called to order. But if the quorum for the vote or election is lost between calling the meeting to order and actually taking the vote, then the vote cannot legally be taken for the vote or election.

Since a voting member cannot vote by mail in any vote or election that has NOT been stated in the written notice of the members meeting, at least a quorum of voting members must be present (able to vote) either in person or by proxy in order for any such vote or election to be legal.

Our association has 870 members, and the quorum percentage is 10%. If at least 87 members are present in person at the meeting, which is usually the case, then a vote or election that has NOT been stated in the written notice of the members meeting can be legally conducted. There is no need for anyone to vote by proxy.

However, all voting at our association is limited to whatever is stated in the written notice of the members meeting, which enables the members to vote by mail in every vote or election, which means that if at least a quorum of voting members has voted by mail in the vote or election, then the presence (the voting presence / the ability to vote) of a quorum of voting members has been established by mail for that vote or election, and therefore that vote or election is legal. Again, there is no need for anyone to vote by proxy.

Nevertheless, the board instructs the members not only to complete, sign and submit a voting ballot (the member doing the voting) for the vote or election, but also to complete, sign and submit a proxy (the proxy holder doing the voting instead of the member) that gives the president a power of attorney to vote in the member's stead in the same vote or election, which is not only a contradiction, but also a violation of our Bylaws.

The board says that it needs the proxy to satisfy a quorum requirement, which is a lie, because as stated above, there is no need for anyone to vote by proxy in order to have a legal vote or election. The board just wants the members to sign away their voting rights to the president. That's all. Most of the members unwittingly comply. Of course, the vote or election is illegal, because a member cannot vote both by mail and by proxy in the same vote or election, but the board doesn't care.

Any proxy that says that the proxy holder CANNOT VOTE but can ONLY contribute to the presence of a quorum of voting members is NOT a proxy, because a proxy by definition is a power of attorney TO VOTE. It is by being able TO VOTE that a member or proxy holder contributes to the presence (the VOTING presence / the ability TO VOTE) of a quorum (the minimum required number) of VOTING members (persons having the right TO VOTE) for a vote or election.

A limited proxy is NOT a proxy that does NOT allow the proxy holder to vote. That is a NON proxy. Rather, a limited proxy is a proxy (a power of attorney for the proxy holder TO VOTE instead of the member) that explicitly states HOW the proxy holder MUST VOTE in a vote or election. In contrast, a general proxy is a proxy (a power of attorney for the proxy holder TO VOTE instead of the member) that allows the proxy holder to do whatever he or she wants to do with the votes that the member has signed away to him or her.

Jim