Utah Member's General Proxy for Meetings of the Members of a Nonprofit Corporation

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Multi-State
Control #:
US-03183BG
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Description

This form is a generic example that may be referred to when preparing such a form for your particular state. It is for illustrative purposes only. Local laws should be consulted to determine any specific requirements for such a form in a particular jurisdiction.

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FAQ

The biggest question we get about proxies is What is it? A proxy is simply a document that an owner signs to appoint someone else to vote on his or her behalf at HOA meetings.

State laws determine the minimum number of board directors, which is usually two or three. Depending on the state, there could be a board of one, but it might be difficult to attain 501(c)(3) status with just one board member. Nonprofit organizational budgets are sometimes a factor in the number of board members.

Nonprofit organizations can't legally operate without a designated board of directors that takes responsibility for ensuring legal compliance and accountability. A nonprofit board of directors is responsible for hiring capable staff, making big decisions and overseeing all operations.

Depending on the corporate law of the state where the nonprofit was incorporated, one person can hold multiple officer positions.

A quorum is the minimum number of members that can conduct the HOA's business. In some cases, a voter or unit owner will designate someone else to be a "proxy" and cast his or her vote.

Nonprofits must have at least three board members when they form.

A proxy is an agent legally authorized to act on behalf of another party or a format that allows an investor to vote without being physically present at the meeting.

Since Members need to be personally present at a Meeting to constitute the Quorum, Proxies are to be excluded for determining the Quorum.

16-6a-803 Number of directors. (1) A board of directors shall consist of three or more directors, with the number specified in, or fixed in accordance with, the bylaws.

Under California's Nonprofit Corporation Law, voting from a remote location (via phone or virtual meeting) is generally permissible. However, voting by proxy is not. The Corporations Code explicitly prohibits members of a nonprofit's board of directors from voting by proxy.

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Utah Member's General Proxy for Meetings of the Members of a Nonprofit Corporation