Proxy Forms Posted on Website

Started by RickW • 21 replies • 2273 views

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RickW (Illinois)
Posts: 169

Posted:

We are about to launch a community website. As board president I've asked for a Proxy Form to be posted on the website. There apparently is a question of legality. I would think that as an association, we can post a proxy form, blank of course, on our website.

In order for the form to be activated (for lack of a better word) it would need to be printed, filled out and either mailed or scanned and emailed to our property manager. Does this seem the legit way to go or am I missing something?

We have little or no turnout for most of our meetings. When it come to elections, we are lucky to have a quorum. I'm thinking if the above scenario is available to owners, it might help is acheiving a quorum for election of board members.

Your thoughts?
Rick

GlenL (Ohio)
Posts: 5,491

Posted:

Rick while I wouldn't accept a scanned one unless allowed by your CC&R's or state law I see nothing wrong with having a blank proxy on the website. I would put it behind a member's only partition so as to protect the privacy of anyone's name on it i.e. the secretary or candidate if it is a directed proxy.

Studies show that 5 out of 4 people have problems with fractions

JohnO6 (Georgia)
Posts: 424

Posted:

I believe Glen is correct. Interestingly the idea of not accepting a scanned document is probably correct because there was no deliberate methodology used to establish an "electronic signature". However with proper use of an online response form that incorporates some version of an "electronic signature" (which can be as simple as typing your name in a field), these proxy documents are likely to be just as legal and binding as a signed piece of paper.

For reference see: http://www.nolo.com/legal-encyclopedia/article-29495.html

I suspect you don't want to go that route so this information is posted just for information.

I think you're entirely able to post a blank document that can subsequently be completed as a hard copy and provided to the HOA.

SusanS5 (Florida)
Posts: 16

Posted:

I think it's a great idea. Not only is it convenient for your members, it will encourage members to use your website. I don't know why a signed and scanned document would not be acceptable. Faxed and scanned signed docs are routinely used in real estate closings.

RickW (Illinois)
Posts: 169

Posted:

Thanks everyone for the replies. I can see where a proxy form filled out, scanned, and sent electronically might not be legally acceptable. There are most likely too many ways to falsify this type of document.

At this point, I'm happy with just being able to post a blank proxy form. I think I'll work on the electronic signature type form and hopefully that will be acceptable.

Rick

DonnaS (Tennessee)
Posts: 5,671

Posted:

Hmmm, not sure as that would ensure the integrity of the proxy. We had ours numbered each time to make sure that there were not more proxies than there were eligable members. If a member was "not in good standing", we then had to adapt the number of proxies that were eligable for counting. This made counting so much simplier, Don't forget that proxies are considered a legal document and not just anyone should have access to them. Just another angle to look at.

MaryA1 (Arizona)
Posts: 7,043

Posted:

Rick,

You may want to have a section in the members' only area of your website titled "forms". The blank proxy could be under that section.

I don't know what requirements your bylaws make for noticing the annual meeting, however, I would think a blank proxy along with the ballot and agenda should be included in the meeting notice. I don't know that it's necessary to know how many blank proxies have been handed out, but it is necessary to know how many have been handed IN.

If obtaining a quorum for the annual meeting is a real problem, has the BOD thought about amending the bylaws to require mail-in ballots to be used for all elections? My assn did this a number of years ago and several years ago the state passed a law requiring it. The mail-in ballot is also counted toward the quorum. Any member can attend the annual meeting and can bring their ballot if they so desire. We always attend the meeting but mail our ballot in. After our bylaws were changed there was never again a problem with a lack of quorum.

RickW (Illinois)
Posts: 169

Posted:

Quote:

Posted By DonnaS on 09/15/2009 7:18 AM

Hmmm, not sure as that would ensure the integrity of the proxy. We had ours numbered each time to make sure that there were not more proxies than there were eligable members. If a member was "not in good standing", we then had to adapt the number of proxies that were eligable for counting. This made counting so much simplier, Don't forget that proxies are considered a legal document and not just anyone should have access to them. Just another angle to look at.

Hi DonnaS,

We have only 56 units in the complex and I would think that it would be easy enough to check the signatures with the owners lists to verify that we do not get duplicates or more proxies than we should. We don't have a "member not in good standing" clause, so that eliminates that aspect.

I realize that proxies are considered a legal document, however, I wouldn't think a blank proxy would have any meaning or significance. I would think it becomes a legal document only if and when it is filled out. Am I wrong in this thinking?

Thanks
Rick

RickW (Illinois)
Posts: 169

Posted:

Quote:

Posted By MaryA1 on 09/15/2009 8:00 AM
Rick,

You may want to have a section in the members' only area of your website titled "forms". The blank proxy could be under that section.

I don't know what requirements your bylaws make for noticing the annual meeting, however, I would think a blank proxy along with the ballot and agenda should be included in the meeting notice. I don't know that it's necessary to know how many blank proxies have been handed out, but it is necessary to know how many have been handed IN.

If obtaining a quorum for the annual meeting is a real problem, has the BOD thought about amending the bylaws to require mail-in ballots to be used for all elections? My assn did this a number of years ago and several years ago the state passed a law requiring it. The mail-in ballot is also counted toward the quorum. Any member can attend the annual meeting and can bring their ballot if they so desire. We always attend the meeting but mail our ballot in. After our bylaws were changed there was never again a problem with a lack of quorum.

Hi Mary,

We do send out a blank proxy along with ballot and agenda with the meeting notice. However, last year, our property manager asked us to print additional blank copies and ask our neighbors to fill them out if they hadn't done so already. It was a way to ask owners to file a proxy when they did not intend on attending the meeting and helping us get a quorum. If the blank proxy was on the website it would be easier for owners to print additional copies for a neighbor who might have thrwon their copy away.

We haven't thought about amending the bylaws to include mail-in ballots. That's a great idea, I'll look into that for next year.

Thanks
Rick

LarryK1 (Washington)
Posts: 32

Posted:

Before posting a blank proxy form to a website, please make sure you really want easy access to proxies for any association meeting. Usually, you want proxies to be easily available to have a quorum at an annual meeting but you may not want them available for a budget ratification meeting which may have no quorum requirement.

I would recommend also, assuming your governing documents allow it, to have a box to have the proxy only count for quorum purposes. Otherwise, you are inviting a proxy war and/or disputes over the proper use of the granted proxies.

DonnaS (Tennessee)
Posts: 5,671

Posted:

Rick,

Do any Illinois Statutes or Laws address HOAs with proxy use? I know that Florida proxies are limited in time and must have their purpose stated on them. That is the only way that they are valid. I am sure that I.T people could figure out how to post blank ones that have Statute requirrements met but you might want to check to see what if any requirements there are.

SusanW1 (Michigan)
Posts: 5,202

Posted:

I see no wrong is printing the form on the web site, as long as that was not the only way to get the official form from the board.

It's the validation that is important, and the board should be sure that someone has verfied every proxy form submitted before the election.

KarlA1 (Florida)
Posts: 84

Posted:

RickW

I am not sure a 100%, but shouldn't a proxy have the date, time and location as well as the purpose for which it is intended on the form?

So you would have to provide a proxy on your web site for each election/voting.

Cheers
KarlA

Cheers
Karl

RobertS24 (Alabama)
Posts: 6

Posted:

I have a similar problem with voting, we don't get enough at meetings to get a quorum either, so I did a mock vote where I developed our website in which people voted on certain topics,the answers were submitted online and downloaded to a database, the validation used was the homeowner's email address which we have on file. Now, this was a mock vote just to see how many people would actually respond to it. My question is, is this legal? We have a unique community of 95% military and so we all work different hours and shifts or are even deployed, the intent was to allow all homeowners even who are deployed to voice their vote. Are there any issues with this method?Thank you.

SusanW1 (Michigan)
Posts: 5,202

Posted:

Robert - you did a "poll" which is not the same thing as voting on a motion.

We don't validate "legal" here, but what you did was proper for an informal poll, but not for an official vote of the members.

RickW (Illinois)
Posts: 169

Posted:

I got confirmation today from our management company that we can post a proxy form, blank, for the upcoming election. I've not asked yet, but I'm assuming what some of you have said, that the proxy form will need to be designated for the vote it is intended on being used for.

RickW (Illinois)
Posts: 169

Posted:

Quote:

Posted By RobertS24 on 09/17/2009 6:07 PM
I have a similar problem with voting, we don't get enough at meetings to get a quorum either, so I did a mock vote where I developed our website in which people voted on certain topics,the answers were submitted online and downloaded to a database, the validation used was the homeowner's email address which we have on file. Now, this was a mock vote just to see how many people would actually respond to it. My question is, is this legal? We have a unique community of 95% military and so we all work different hours and shifts or are even deployed, the intent was to allow all homeowners even who are deployed to voice their vote. Are there any issues with this method?Thank you.

RobertsS24,

I agree with the other poster, this is not a legal vote since it was designated as a poll. However, it does seem to tell you that if you can post a proxy form for a particular vote, you might be able to get the quorum needed. Providing that the form can be printed, filled out, scanned and sent via email back to the management company. I don't think we have been able to determine if a proxy form filled out, scanned and sent electronically is legal. But, it does show, at least in your community, that you would get interest in owners providing their opinions/votes if they were able to do so electronically.

Rick

GlenL (Ohio)
Posts: 5,491

Posted:

Robert unless your CC&R's make provision for this type of voting then it would be improper to use it for any official HOA votes. However unless it is specifically banned by your state, you can change the CC&R's to allow it.

Studies show that 5 out of 4 people have problems with fractions

RobertS24 (Alabama)
Posts: 6

Posted:

Thank you everyone for the responses. It makes sense that votes on motions would not be acceptable through this method, but as someone pointed out, yes, what I did was more of a poll, so beings there are distinct differences in the two, we'll leave the voting on motions to the more formal process. I guess I have to find out what exactly defines a proxy vote (are signatures required, other info that makes it a proxy vote). I was thinking we could use the electronic means as a proxy vote, but reading this thread it does not appear that this is the case.

JohnO6 (Georgia)
Posts: 424

Posted:

Quote:

Posted By RobertS24 on 09/18/2009 6:27 AM
Thank you everyone for the responses. It makes sense that votes on motions would not be acceptable through this method, but as someone pointed out, yes, what I did was more of a poll, so beings there are distinct differences in the two, we'll leave the voting on motions to the more formal process. I guess I have to find out what exactly defines a proxy vote (are signatures required, other info that makes it a proxy vote). I was thinking we could use the electronic means as a proxy vote, but reading this thread it does not appear that this is the case.

Robert - Most HOA CCRs specify "Proxies", not "Proxy Votes". The distinction here is that a member who is qualified to vote at a member meeting but is not attending may give his right to vote to another individual - ergo a proxy for his voting privilege. However, the proxy form doesn't designate the actual vote on any or multiple motions brought forward.

Hope this is clear - we find much confusion about this very issue in our HOA.

RobertS24 (Alabama)
Posts: 6

Posted:

John06,
Thank you, and yes it did clear things up. Thank you much.

TracieS (Colorado)
Posts: 460

Posted:

Also, you need to understand the two types of proxy. One is the general (my association uses it), and the other is...jeeez, why can't I remember what it's called...directed? specified? I guess there's another one (a third) that's more just a proxy to get a quorum (not for voting or electing)...but I'm not sure about that.

If I give my neighbor my general proxy for, say, the annual meeting of the members, then my neighbor gets to vote however he/she wants on every issue.

If I give my neighbor the specified proxy, and it's all filled out correctly, then my neighbor MUST vote as I specify on the proxy.

Do your documents require one type of proxy versus another?

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