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Are abstentions and broker non-votes considered to be votes cast for a proposal?

April 26, 2017abstentions broker Cast non-votes proposal votes

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10 Posted

Are abstentions and broker non-votes considered to be votes cast for a proposal?

1 Answer

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10 Posted

NASDAQ does not define the term “votes cast”. As such, a company must calculate the “votes cast” in accordance with its governing documents and any applicable state law. Note also that the SEC requires a company to disclose the method by which votes will be counted, including the treatment and effect of abstentions and broker non-votes under applicable state law as well as the company’s charter and by-law provisions.