2010 Pennsylvania Code
Title 15 - CORPORATIONS AND UNINCORPORATED ASSOCIATIONS
Chapter 17 - Officers, Directors and Shareholders
1765 - Judges of election.

     § 1765.  Judges of election.
        (a)  General rule.--Unless otherwise provided in a bylaw
     adopted by the shareholders:
            (1)  Appointment.--In advance of any meeting of
        shareholders of a business corporation, the board of
        directors may appoint judges of election, who need not be
        shareholders, to act at the meeting or any adjournment
        thereof. If judges of election are not so appointed, the
        presiding officer of the meeting may, and on the request of
        any shareholder shall, appoint judges of election at the
        meeting. The number of judges shall be one or three. A person
        who is a candidate for office to be filled at the meeting
        shall not act as a judge.
            (2)  Vacancies.--In case any person appointed as a judge
        fails to appear or fails or refuses to act, the vacancy may
        be filled by appointment made by the board of directors in
        advance of the convening of the meeting or at the meeting by
        the presiding officer thereof.
            (3)  Duties.--The judges of election shall determine the
        number of shares outstanding and the voting power of each,
        the shares represented at the meeting, the existence of a
        quorum, the authenticity, validity and effect of proxies,
        receive votes or ballots, hear and determine all challenges
        and questions in any way arising in connection with the right
        to vote, count and tabulate all votes, determine the result
        and do such acts as may be proper to conduct the election or
        vote with fairness to all shareholders. The judges of
        election shall perform their duties impartially, in good
        faith, to the best of their ability and as expeditiously as
        is practical. If there are three judges of election, the
        decision, act or certificate of a majority shall be effective
        in all respects as the decision, act or certificate of all.
            (4)  Report.--On request of the presiding officer of the
        meeting, or of any shareholder, the judges shall make a
        report in writing of any challenge or 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 therein.
        (b)  Cross reference.--See section 3136 (relating to judges
     of election).
     (Dec. 19, 1990, P.L.834, No.198, eff. imd.)

        Cross References.  Section 1765 is referred to in sections
     1504, 3136 of this title.