A Proxy Primer

In the event that an OMG member company is unable to vote in any OMG meeting or electronic poll, OMG Policies and Procedures (P&P) allows for that member to authorize a proxy to vote on its behalf. By policy, a proxy is an individual authorized by a Member Company's Registered Voter to cast that Member's vote in OMG meetings or electronic polls for either all issues or specific items, depending upon the wording of the proxy. The intent of a proxy is to ensure that the Member Company’s intentions are recorded and not lost because of absence.

From P&P Section 3.5.1:

Voting on behalf of a Member, whether at an OMG meeting or electronically may either be by the Registered Voter, or by an individual named in a written proxy deposited with OMG staff and signed by the Registered Voter. Such proxies may be for a single issue, or a Standing Proxy may be deposited with OMG naming a number of individual Representatives, all of whom are eligible to cast that Member's vote. However, at no time will any Member have more than one vote in any poll conducted by an OMG Technical Plenary or subgroup, and where one Member names several proxy holders, it is their responsibility to determine amongst themselves which of them will cast the vote, and how.

A Registered Voter may also send an item-specific proxy to OMG staff, specifying precisely how that Member wishes its vote to be recorded on a particular Agenda Item.

Written proxies are FAXed to OMG Headquarters, attention Juergen Boldt, at +1 781-444-0320. An email stating this intent should also be sent to the appropriate Plenary and/or Subgroup Chairs. (Tip: to reach those Chairs, append "-chair" to the subgroup's email address.)

There are several instances in which a proxy may be authorized. Each is discussed in the following paragraphs. An example of the wording of a proxy is included with each discussion.

General proxy

This instance is the standing or general proxy addressed in P&P that effectively authorizes someone to vote on any matter at a specific TC Meeting or electronic poll.

This is to inform you that <company> is naming <person's name> of <company> our proxy to vote on <company>'s behalf on all issues (general proxy) at the <venue> <plenary and/or subgroup> Meeting(s) on <month> <date> <year>.

SIGNATURE

Limited proxy

A limited proxy restricts a proxy’s vote to matters regarding specific issues. For example, voting on all matters regarding issuance of a RFP.

This is to inform you that <company> is naming <person's name> of <company> our proxy to vote on <company>'s behalf on all issues relating to <specification, process, etc.> at the <venue> <plenary and/or subgroup> Meeting(s) on <month> <date> <year>.

SIGNATURE

Directed proxy

A directed proxy restricts a proxy’s vote to a specific manner for a singular issue. For example, voting to recommend adoption of a RFP submission. Note that this proxy is not valid for the technology adoption recommendation screening conducted at plenary meetings.

This is to inform you that <company> is naming <person's name> of <company> our proxy to vote <in favor of | against | abstain> on <company>'s behalf on <specification, process, etc.> at the <venue> <plenary and/or subgroup> Meeting(s) on <month> <date> <year>.

SIGNATURE

Special case: Proxy to meet quorum

By policy, an OMG plenary or subgroup must meet quorum before it can conduct business (e.g., voting on technology adoption or electing a co-chair.) For example, the DTC and PTC must be quorate before it can issue RFPs or charter subgroups. Quorum for DTC or PTC meetings is calculated as half the number of Voting Members in that TC that have been represented, in person or by proxy, at two or more of the last three TC meetings. Thus, a proxy may be critical towards counting quorum.

A convention has been established to help the plenaries and subgroups meet their quorum: a Member authorizing a vote to abstain. This vote counts towards quorum without obligating the Member to take any particular stand on an issue (or issues.)

This is to inform you that <company> is naming <person's name> of <company> our proxy to abstain on <company>'s behalf on <all issues or a specific issue> at the <venue> <plenary and/or subgroup> Meeting(s) on <month> <date> <year>.

SIGNATURE

Once quorum is obtained, business may be conducted. Unless explicitly over-ridden within P&P, a simple majority of the non-abstaining votes cast (either by the Registered Voter or the holder of a proxy) is required to pass any motion at a plenary or subgroup meeting.