Legal Question in Legal Ethics in Florida

Non-Profit General Proxy Voting
I'm the Treasurer of a Florida based 501c3 organization. During our last general meeting, the President arrived with 18 surprise general proxy documents. He used these documents to swing key elecctions toward his preferred candidates. The Board had no knowledge of this stealth proxy activity, as the President originated the document and quietly solicited signatures from association members.

Our by-laws are silent on the use of proxies. Roberts Rules of Oder default to the by-laws on the use of proxy votes.

The President points to a section in the Florida Code (771.0721 (2) that reads ''A member who is entitled to vote may vote in person or, unless the articles of incoproration or the bylaws otherwise provde, may vote by proxy...''.

It is the Presidents contention that this passage justifies his stealth proxy activity.

I've discovered some information that suggests proxies, if even legal in this case, must be approved by ''The Board'', and must be supplied to all members through ''The Secretary'' along with a general meeting announcement. This procedure was most certainly not followed. I don't know if it's manditory or just suggested that a proxy vote be approved by ''The Board'' prior to being presented to the members.

Asked on 9/15/08, 1:25 pm

Alan Wagner Wagner, McLaughlin & Whittemore P.A.

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Re: Non-Profit General Proxy Voting

Does this involve the Florida Chess Association?

Answered on 9/15/08, 5:10 pm

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