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A shareholder proxy is a person who is appointed to stand in for a shareholder at a general meeting of members. Essentially, the proxy acts as a representative or substitute for the shareholder in their absence by attending a general meeting and voting on their behalf.
The shareholder signs a power of attorney and extends official authorization to the designated individual to vote on behalf of the stated shareholder at the annual meeting. Meetings are often held in the spring during proxy season.
File Form 8023 by the 15th day of the 9th month after the acquisition date to make a section 338 election for the target corporation. In the case of a foreign purchasing corporation, see Special Instructions for Foreign Purchasing Corporation, later.
Shareholders typically vote for the board of directors at the annual meeting of shareholders. In most cases, shareholders can vote in person at the meeting or by proxy, which allows them to appoint someone else to vote on their behalf. Some companies may also allow shareholders to vote by mail or online.
A proxy is an agent legally authorized to act on behalf of another party. The proxy may also allow an investor to vote without being physically present at the annual shareholder's meeting.