Substitution of Proxy

Summary

This substitution of proxy template allows a shareholder's designated proxy to substitute someone else to act as proxy and to vote the shareholder's shares at either an annual or special meeting of shareholders and any adjournments thereof. This template includes practical guidance and drafting notes. A proxy permits a shareholder to select a person or persons to vote his or her shares at a shareholder's meeting, as well as to allow the appointment of the corporation's chairperson and/or secretary to vote the shareholder's shares. While all states permit voting by proxy, you should carefully review the relevant state laws and the corporation's articles of incorporation (or equivalent), bylaws, and other governing documents to ensure that this template complies with all applicable requirements. For a proxy and revocation of proxy templates, see Proxy for Shareholders' Meeting and Revocation of Proxy.