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Frequently Asked Questions
Why use an Independent Inspector of Election?
At uneventful shareholder meetings, while self-inspection, or using Inspector of Election (IOE) services provided by a transfer agent or other entity with whom you have an existing financial relationship will generally go unchallenged, it’s not exactly considered good corporate governance. In proxy fights of any type, inspectors with inherent conflicts of interest incur too much legal risk and become impractical.
For Plans involved in proxy contests, an independent Inspector of Election is often the best option for managing the entire process of gathering instructions from plan participants and interacting with both sides.
Organizations and Associations would use an Independent Inspector for tabulation and to certify that the organization followed their own procedures and rules in the electoral process.
How do Inspector of Election Services differ for employee Plans?
Employee Plans often have an addition layer of regulation which protects the identity of plan participants that precludes the sharing of information and prevents them from being solicited in the same fashion as registered or beneficial holders in proxy contests. In this case, the Independent Inspector handles all, or most, aspects of the process from printing to mailing to internet voting and provides a final certified tabulation to the Plan Administrator. The Inspector of Election of the contested shareholder meeting need not be the same as the Inspector that facilitates Plan voting.