is proxy voting illegal?

I am the Secretary of a 43 unit retirement Condominium in NE. I prepared and mailed the notice of the annual meeting with two proxies and the annual financal report.

I don't know what happened, but our CCO (Chief Complaining Officer-a nickname) did not get the notice with the agenda although other people got it.

There were two proxies---one specific asking if I should be retaind as Board Member and another giving the Board of Directors authority to cast the vote on any new business.

Our CCO has told me these proxies are illegal.

following are a couple of sections from our By-Laws

I know I can not use this site for legal advise, but I have received a lot of good responses to other items I have posted. Any ideas are appreciated.

Section 4E of our BY-Laws State:

Quorum, The presence of Members, in person or by proxy, who have the authority to cast a majority of the total votes of all Members of the Association entitled to vote shall be necessary to constitute a quorum at all meetings of the Members for the transaction of any business, except that of adjourning the meeting to reconvene at a subsequent time………

Section 4(C) of our BY-LAWS state:

Voting by Proxy. A Member may cast the vote to which the Member is entitled and be counted as present at any meeting of the Members by written proxy naming another Person or Persons entitled to act on that Member’s behalf and delivered to the Secretary before the commencement of any such meeting. An occupant who has been granted a proxy and has registered with the Secretary of the Association as provided in Section 3(B), shall be entitled to notice of any meeting of the Members as provided in section 4(D) of these By-Laws which is to be held during the effective time of such proxy. All proxies granted by a Member shall be revocable by that Member by written notice or by personally attending and voting at a meeting of the Members, and shall in any case be invalid after one (1) year from the date thereof

Bonnie

As your Bylaws allow proxies, then I say make the CCO prove the proxies are illegal versus letting him make you prove they are legal.

Simply say our Bylaws allow such and as such, they were used.

Reference:

NE 21-1963. Proxies.

(a) Unless the articles or bylaws prohibit or limit proxy voting, a member may appoint a proxy to vote or otherwise act for the member by signing an appointment form either personally or by an attorney in fact.

(b) An appointment of a proxy is effective when received by the secretary or other officer or agent authorized to tabulate votes. An appointment is valid for eleven months unless a different period is expressly provided in the appointment form. No proxy shall be valid for more than three years from its date of execution.

(c) An appointment of a proxy is revocable by the member.

(d) The death or incapacity of the member appointing a proxy does not affect the right of the corporation to accept the proxy's authority unless notice of the death or incapacity is received by the secretary or other officer or agent authorized to tabulate votes before the proxy exercises authority under the appointment.

(e) Appointment of a proxy is revoked by the person appointing the proxy:

(1) Attending any meeting and voting in person; or

(2) Signing and delivering to the secretary or other officer or agent authorized to tabulate proxy votes either a writing stating that the appointment of the proxy is revoked or a subsequent appointment form.

(f) Subject to section 21-1966 and any express limitation on the proxy's authority appearing on the face of the appointment form, a corporation is entitled to accept the proxy's vote or other action as that of the member making the appointment

Seems we might have the CCO by the short hairs....love it....