Undesignated Proxies for HOA Annual Meeting

We live in Florida and follow FL 720 in allowing proxies for our annual meetings. Our limited proxy form states that if the owner/member does not designate a proxy by name, the proxy goes to the Secretary of the HOA. Does anyone know whether there is a general rule on how to handle such cases where the owner/member of an HOA does not name a proxy? Should that proxy only be used to establish a quorum, and not for voting in election of the Board of Directors? Or should, as we do, the proxy vote be given to an officer of the HOA?

There are differences in FL between General Proxy and Limited Proxy. A limited proxy form is supposed to state what the items being voted on are and how the individual given the proxy is to vote. A general proxy gives the individual the option to vote as they want. This is per: http://myfloridalicense.custhelp.com/app/answers/detail/a_id/2039/~/what-is-the-difference-between-a-general-proxy-and-a-limited-proxy%3F

The State Statute under 720 notes:

(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.
(a) 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.
(b) If the governing documents permit voting by secret ballot by members who are not in attendance at a meeting of the members for the election of directors, such ballots must be placed in an inner envelope with no identifying markings and mailed or delivered to the association in an outer envelope bearing identifying information reflecting the name of the member, the lot or parcel for which the vote is being cast, and the signature of the lot or parcel owner casting that ballot. If the eligibility of the member to vote is confirmed and no other ballot has been submitted for that lot or parcel, the inner envelope shall be removed from the outer envelope bearing the identification information, placed with the ballots which were personally cast, and opened when the ballots are counted. If more than one ballot is submitted for a lot or parcel, the ballots for that lot or parcel shall be disqualified. Any vote by ballot received after the closing of the balloting may not be considered.

A correctly drafted limited proxy includes explicit voting instructions on specific issues. If your proxy form doesn't have that, it's a general proxy. If it calls itself a limited proxy (or if your docs only allow limited proxies), and lacks voting instructions on specific issues, it's only usable as an attendance proxy for purposes of making quorum. If the board member named as the default proxyholder tries to vote on any issue using such proxies, cry foul.

http://www.myfloridalicense.com/dbpr/lsc/documents/GeneralInformationAboutProxies.Master04.16.2014.pdf

http://www.myfloridalicense.com/dbpr/lsc/documents/co-6000-7samplelimitedproxy62309.pdf

Our Bylaws state that Members can only hold 2 proxies. To take it out of the Board's hands we stated on the proxy "If no proxy is named, or my proxy is not present at the meeting, I authorize (HOA Name) Voting Committee to appoint a proxy on my behalf."

Your proxy may say that but that does not mean one cannot turn in a different legal proxy. The last dated proxy is the one that counts.