Proxy voting in a condominium: how the proxy holder votes

Proxy voting allows an owner who cannot attend the meeting to be represented by another person, who will vote in their name. Article 67 of the implementing provisions of the Italian Civil Code requires the proxy to be in writing. The principal may simply grant a general representation, leaving the proxy holder to assess each item, or may give specific voting instructions that bind the representative. Here is how to draft an effective proxy and how much independence the person voting on behalf of another has.

The written form of the proxy

The proxy must be in writing: this is an express requirement of Article 67. In practice a document is enough in which the owner clearly states their name and unit, the name of the appointed proxy holder, the meeting to which the proxy refers with its date, and the principal's signature. No solemn form is required, but writing is essential so that the chair can verify the proxy holder's standing and admit them to the vote. The proxy holder hands the proxy to the chair at the opening of the meeting, so that it is checked and noted in the minutes.

General proxy or with voting instructions

The owner can choose between two routes. With a general proxy they entrust the representative with assessing the agenda items, trusting their judgement: the proxy holder will vote as they consider most appropriate in the principal's interest. With a bound proxy, on the other hand, the owner attaches specific voting instructions, stating how to vote on each item, for example in favour of approving the accounts but against a particular expense. Voting instructions are admissible and bind the proxy holder in their relationship with the principal.

The proxy holder's discretion

When the proxy is general, the proxy holder has broad discretion and votes according to their own judgement. When, instead, they receive binding instructions, they must comply with what the principal indicated. A practical problem arises when new elements or proposals different from those foreseen in the instructions emerge at the meeting: the proxy holder should act in the principal's interest and, if possible, contact them. If they vote departing from the instructions received, the vote remains valid towards the condominium, but the proxy holder may be answerable to the principal on the basis of the mandate received.

Who can be a proxy holder

The proxy can be granted to another owner or to a third party outside the condominium, unless the condominium regulations, if contractual in nature, set limits in this respect. There is, however, an important prohibition: the proxy cannot be granted to the administrator. This bar, provided for by Article 67, prevents the administrator from voting on matters that concern them, such as the approval of their work or of the accounts they prepared. In condominiums with more than twenty owners, the one-fifth limit on proxies received must also be respected.

Mistakes to avoid in proxy voting

The most common mistakes are an oral or unsigned proxy, which the chair cannot admit, a proxy without an indication of the meeting it refers to, which creates uncertainty, and granting it to the administrator, which is prohibited by law. Another mistake is ignoring the one-fifth limit when there are more than twenty owners. In terms of internal relations, a proxy holder who disregards clear instructions without reason risks disputes with the principal. Care in drafting the document prevents most of these problems.

Good practices for an effective proxy

• Draft the proxy in writing with the principal's name, unit and signature.
• State the meeting it refers to and the date.
• Choose between a general proxy and binding voting instructions.
• Do not grant the proxy to the administrator.
• Respect the one-fifth limit above twenty owners.
• Hand the proxy to the chair at the opening and have it noted in the minutes.

Managing proxies, checking their validity and monitoring representation limits is easier with dedicated tools. Management software lets you prepare proxy templates, collect signed ones, verify compliance with the one-fifth cap and record principals and proxy holders in the minutes with their thousandths (millesimi) weight. AmministraPro integrates these functions into meeting management: you can discover them on the features page and compare the plans in the pricing section.