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May the company secretary vote at a board meeting?, Can ...

    https://ebrary.net/6039/management/may_company_secretary_vote_board_meeting
    May the company secretary vote at a board meeting? The answer is no. If he is also a director, he has his director's vote but not an extra one. If he does vote, he runs the risk of becoming a de facto director.

Shareholders, Directors, and Officers – Corporations

    https://corporations.uslegal.com/basics-of-corporations/shareholders-directors-and-officers/
    It is not always practical for shareholders, who may live in various parts of the country or the world, to attend corporate meetings. For this reason, states permit shareholders to vote by authorizing, in writing, that another person may vote on behalf of the shareholder. This manner of voting is known as proxy.

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