Proxy Voting Explained

January 23, 2026

Proxy voting allows a member to give written permission for another person, the proxy holder, to submit a vote for them. The proxy member must be eligible to vote according to the rules of the organization and they must follow the instructions, if any, given to them by the member they are representing. 

Members are not required to provide direction, however. It is at their discretion to tell the proxy holder exactly how to vote or allow them to decide for themselves.

These types of proxies are as follows:

  • General proxy: This legally authorizes the proxy holder to effectively act as if they were the member. They can vote on any matter that arises, and these votes are as legitimate as if the member were present.
  • Directed proxy: This type of vote has the same legal weight as a general proxy, but includes specific instructions for the votes being held and how the proxy should vote. Some organizations will provide forms specifically designed for this purpose.

Proxy voting is often used in co-ops, unions, nonprofit boards, and homeowner associations. The process is governed by several sets of laws, often including state laws and the organization’s bylaws. 

Proxy votes cannot be recalled or canceled once they are cast, but authorization can be revoked either in writing or by the member showing up to the meeting and voting for themselves.

Proxy TypeAuthority GrantedInstructions RequiredTypical Use Cases
General ProxyProxy holder votes freely on any issueNone; proxy decidesQuick decisions, small or flexible boards
Directed ProxyProxy holder votes only as instructed by memberSpecific instructions must be followedBoard elections, important policy votes
Limited ProxyProxy holder votes within defined boundariesPartial instructions allowedMixed voting scenarios; certain agenda items only
Durable ProxyProxy remains authorized across multiple meetingsInstructions depend on proxy typeLong-term authorization for recurring votes

ElectionBuddy's proxy voting feature supports general/indirect proxy voting.

Why Organizations Use Proxy Voting

For many organizations, whether they use in-person voting or an online voting service, proxy voting is a necessary tool. Some issues proxy voting can help address include:

  • Difficulty reaching quorum
  • Large memberships
  • Geographically dispersed memberships

Work schedules, PTO, travel, and geography can create a voting base that struggles to vote quickly and effectively. Similarly to the benefits of SMS voting for organizations, proxy voting can smooth out the voting process. Without proxy voting, some organizations would grind to a halt, waiting to make important decisions until the necessary members are available.

Challenges With Proxy Voting

While proxy voting solves some issues, it can create others:

  • Proxy votes can create another layer of bureaucracy for administrators, requiring additional paperwork to be filed, tracked, and verified.
  • Proxy voting can introduce issues around mismatched records, duplicate voting, and missed deadlines. Ensuring these issues don’t arise can increase the necessity for manual tracking.
  • Proxy voting can affect member participation. Among other issues, this is how proxy voting impacts board elections. Voters could be less inclined to attend meetings where valuable discussion might take place if they are able to send a representative.

Proxy Voting With Confidence

Proxy voting can be a double-edged sword for organizations. It can increase participation and lubricate operations. It can also increase administrative workload and complicate elections. 

Working with specialists like ElectionBuddy can help. Our experts know how to introduce proxy voting into organizations smoothly, allowing members to reap the benefits and avoid the downsides!

Join 11,984+ organizations like yours that use ElectionBuddy to build more easy online elections

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