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PROXY VOTING
Discussion
Attendance at board meetings is a commitment
board members make when they accept an appointment to the board. Although
proxy voting may be common in the corporate world, in large organizations or
on for-profit boards, proxy votes are not appropriate for nonprofit boards. A
proxy is a legal document signed and dated by a board member that gives his or
her right to vote to another board member.
NAVREF strongly discourages use of proxy voting. Even a limited proxy where the vote is given for a particular board meeting or a specific issue and directs the proxy holder to vote for or against the motion,
is an abrogation of the board member’s duty to be informed on matters before the board and to vote accordingly. Without attending the meeting or participating in the discussion leading up to the vote, the board member who gives a proxy votes without adequate information. Also, responsibility for actions of the board cannot be assigned to the person holding the proxy. A board member who uses a proxy may be held responsible for an action he or she may in fact not support.
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