Per the
North Carolina Planned Community Act specifically § 47F-3-110 [emphasis added]:
(b) Votes allocated to a lot
may be cast pursuant to a proxy duly executed by a lot owner. If a lot is owned by more than one person, each owner of the lot may vote or register protest to the casting of votes by the other owners of the lot through a duly executed proxy. A lot owner may not revoke a proxy given pursuant to this section except by actual notice of revocation to the person presiding over a meeting of the association. A proxy is void if it is not dated. A proxy terminates 11 months after its date, unless it specifies a shorter term.
Per the
North Carolina Nonprofit Corporation Act, applicable if your Association is incorporated as a nonprofit (most are), specifically § 55A-7-24 [emphasis added]:
(a)
the articles of incorporation or bylaws prohibit or limit proxy voting, a member may vote in person or by proxy. A member may appoint one or more proxies to vote or otherwise act for the member by signing an appointment form, either personally or by the member's attorney-in-fact. Without limiting G.S. 55A-1-70, an appointment in the form of an electronic record that bears the member's electronic signature and that may be directly reproduced in paper form by an automated process shall be deemed a valid appointment form within the meaning of this section. In addition, if and to the extent permitted by the nonprofit corporation, a member may appoint one or more proxies by any kind of telephonic transmission, even if not accompanied by written communication, under circumstances or together with information from which the nonprofit corporation can reasonably assume that the appointment was made or authorized by the member.
and per § 55A-7-27 of that same act:
(c) The corporation is entitled to reject a vote, consent, waiver, or proxy appointment if the secretary or other officer or agent authorized to tabulate votes, acting in good faith, has reasonable basis for doubt about the validity of the signature on it or about the signatory's authority to sign for the member.
So, you need to first verify that your governing documents allow voting by proxy. If it does, contact the Board and politely site the applicable statutes. Sometimes, Boards will try to bully unless you can show them that you know your rights. If time permits, I would send it certified to the every member of the Board, the registered agent and the PM/MC. If time does not permit, I would simply send it via first class mail and then contact them in a few days to make sure that they received it.
I would also send a copy, and indicate on the letter that copies were sent, via first class mail to every member who named you as their proxy. Perhaps they will also contact the Board and/or show up at the meeting to express their displeasure.
I'd suggest something like:
Dear Sir,
On mm/dd/yyyy I presented 27 letters of proxy representation to [name].
Per Article, section of (governing document) members are allowed to vote by proxy. Additionally, Per NC § 47F-3-110 Votes allocated to a lot may be cast pursuant to a proxy duly executed by a lot owner. This is also supported by NC § 55A-7-24.
I have been told that, in violation of our governing documents and applicable North Carolina statutes, that the proxies I provided would not be accepted.
I urge the Board to review the applicable sections of the governing documents and applicable State Statutes, perhaps even seek a legal opinion on the issue, and reconsider their decision.
If the Board decides that the proxies will not be honored, I request what specific form or documentation other than what I provided is required for the proxies to be accepted. I would also request a written explanation as to the basis for rejecting each proxy designation and denying those members who appointed me as their proxy representative their right to be represented by proxy at the annual meeting.
I can be reached at: Address. e-mail.
Thank you in advance for reconsidering this issue,
Signature
CC Name, Registered Agent
Name, Director, Association (each director named separately)
Name, MC/PM
Name, Member, Association (each member you have a proxy for)
Keep it simple and simply let the facts speak for themselves.
Note: place no addresses in the CC lines.
I suspect that either the Association will approve your proxies or you will have a very interesting annual meeting.
Hope this helps,
Tim