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This entry was published on 2014-09-22
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Selection of inspectors at meetings of members; duties
Not-for-Profit Corporation (NPC) CHAPTER 35, ARTICLE 6
§ 610. Selection of inspectors at meetings of members; duties.

(a) If the by-laws require inspectors at any meeting of members, such
requirement is waived unless compliance therewith is requested by a
member present in person or by proxy and entitled to vote at such
meeting. Unless otherwise provided in the by-laws, the board, in advance
of any meeting of members, may appoint one or more inspectors to act at
the meeting or any adjournment thereof. If inspectors are not so
appointed, the person presiding at a meeting of members may, and on the
request of any member entitled to vote thereat shall, appoint one or
more inspectors. In case any person appointed fails to appear or act,
the vacancy may be filled by appointment made by the board in advance of
the meeting or at the meeting by the person presiding thereat. Each
inspector, before entering upon the discharge of his duties, shall take
and sign an oath faithfully to execute the duties of inspector at such
meeting with strict impartiality and according to the best of his

(b) The inspectors shall determine the number of membership
certificates or cards and capital certificates outstanding and the
voting power of each, the certificates and cards represented at the
meeting, the existence of a quorum, the validity and effect of proxies,
and shall receive votes, ballots or consents, hear and determine all
challenges, and questions arising in connection with the right to vote,
count and tabulate all votes, ballots or consents, determine the result,
and do such acts as are proper to conduct the election or vote with
fairness to all members. On request of the person presiding at the
meeting or any members entitled to vote thereat, the inspectors shall
make a report in writing of any challenge, question or matter determined
by them and execute a certificate of any fact found by them. Any report
or certificate made by them shall be prima facie evidence of the facts
stated and of the vote as certified by them.