(1) A
corporation having any shares listed on a national securities
exchange or regularly traded in a market maintained by one or
more members of a national or affiliated securities association
shall, and any other corporation may, appoint one or more
inspectors to act at a meeting of shareholders and make a written
report of the inspectors' determinations. Each inspector shall
take and sign an oath faithfully to execute the duties of
inspector with strict impartiality and according to the best of
the inspector's ability.
(2) The inspectors shall:
(a) Ascertain the number of shares outstanding and the
voting power of each;
(b) Determine the shares represented at a meeting;
(c) Determine the validity of proxies and ballots;
(d) Count all votes; and
(e) Determine the result.
(3) An inspector may be an officer or employee of the
corporation.
(4) If no challenge of a determination by the inspectors is
timely made, such determination is conclusive. Challenge of any
determination by the inspectors may be made in a court of
competent jurisdiction.
[2007 c 467 § 6.]