officers as proxies

[atlanta anne]

Our Condo Association has annual elections, this year 3 of the officers are up for re-election, one of which is the President. Luckily we have a very active and engaged membership of the 232 owners. For those that cannot attend the meeting we allow them to appoint a proxy. On behalf of the Board the President sent out the notice of the annual meeting and attached a blank proxy apppointing himself as the proxy. He did indicate they could cross his name out and insert any member that would be present at the meeting. Is this legal? I also question the ethics. Feedback  please.

[Chris Harrison]

The first question is if an applicable law or your bylaws permits proxy voting?  If so, I don't see anything inherently unethical about the President naming himself as the proxy holder as long as it is clear that another member can be designated instead of him.  I will point out that in order to maintain his impartiality the President shouldn't be voting unless it is by ballot or when his vote would affect the outcome of the election (though since it is an election I suspect the vote will be by ballot). 

[Guest Zev]

14 minutes ago, Chris Harrison said:

I will point out that in order to maintain his impartiality the President shouldn't be voting unless it is by ballot or when his vote would affect the outcome of the election

For this reason in this country it was common to designate the secretary as the proxy holder.

[Hieu H. Huynh]

See FAQ #10.

[Atul Kapur]

"Is this legal?" Is not a question that can be answered in this forum. You would need to consult a lawyer in your jurisdiction.

[Gary Novosielski]

On 3/6/2019 at 3:06 PM, atlanta anne said:

Our Condo Association has annual elections, this year 3 of the officers are up for re-election, one of which is the President. Luckily we have a very active and engaged membership of the 232 owners. For those that cannot attend the meeting we allow them to appoint a proxy. On behalf of the Board the President sent out the notice of the annual meeting and attached a blank proxy apppointing himself as the proxy. He did indicate they could cross his name out and insert any member that would be present at the meeting. Is this legal? I also question the ethics. Feedback  please.

RONR prohibits proxies to the greatest extent permissible under the law. Your bylaws are free to set rules for the use of proxies, but I'm concerned by the phrase "we allow them".  If that's done under an explicit bylaws provision or regulatory mandate, then fine. 

If the President sent out these notices on behalf of the board, presumably the board approved the action.  Since RONR has no rules allowing proxies, any questions on their use would have to be found in your bylaws.  It is up to your organization to interpret the rules in the bylaws.

[Richard Brown]

I'm a bit uncomfortable with the president, on his own, sending out proxy forms with his name already filled in as the proxy.  I question whether he had the authority to do that without board (or membership) authorization.  However, regardless of whether he had the authority to do it, it seems rather unseemly.  If enough other members are upset about it, your members may want to consider a motion of censure against the president censuring him for his actions if he did did it without authorization.  You have the right to do that regardless of whether any particular rule was violated if you consider it conduct unbecoming an officer or member of your society.