{"component": "definition", "props": {"groups": [{"samples": [{"hash": "UrDyZdM9hf", "uri": "https://www.sec.gov/Archives/edgar/data/1901510/000119312521370576/d134112dex99b.htm", "label": "Notice (BlackRock Science & Technology Trust III)", "score": 20.9945240021, "published": false}, {"hash": "281GjX42l7Y", "uri": "https://www.sec.gov/Archives/edgar/data/1232860/000141036825014312/NCEN_811-21348_65809098_0725.htm", "label": "BlackRock Municipal Credit Alpha Portfolio, Inc.", "score": 20.7837104797, "published": false}, {"hash": "cAn0MvSR3Xx", "uri": "https://www.sec.gov/Archives/edgar/data/2076294/000158064225004200/idaprivate-fund_exb.htm", "label": "IDA Private Access Fund", "score": 20.5208759308, "published": false}], "snippet": "means any election of Directors in which the number of persons nominated for election as Directors in accordance with Section 7 of Article I exceeds the number of Directors to be elected, with the determination that any election of Directors is a Contested Election to be made by the Secretary or other officer of the Fund prior to the time the Fund mails its initial proxy statement in connection with such election of Directors. 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If, prior to the time the Trust mails its initial proxy statement in connection with such election of Trustees, one or more persons nominated for election as a Trustee is withdrawn such that the number of persons nominated for election as Trustees no longer exceeds the number of Trustees to be elected, such election shall not be considered a Contested Election.", "size": 41, "snippet_links": [{"key": "election-of-trustees", "type": "clause", "offset": [10, 30]}, {"key": "number-of-persons", "type": "clause", "offset": [44, 61]}, {"key": "in-accordance-with", "type": "clause", "offset": [97, 115]}, {"key": "number-of-trustees", "type": "clause", "offset": [142, 160]}, {"key": "the-determination", "type": "clause", "offset": [181, 198]}, {"key": "the-secretary", "type": "clause", "offset": [267, 280]}, {"key": "officer-of-the-trust", "type": "definition", "offset": [290, 310]}, {"key": "prior-to-the", "type": "clause", "offset": [311, 323]}, {"key": "proxy-statement", "type": "clause", "offset": [357, 372]}, {"key": "in-connection-with", "type": "clause", "offset": [373, 391]}, {"key": "a-trustee", "type": "clause", "offset": [577, 586]}], "hash": "ed6a4c0f1fc320a2d9dfafb5224fbb4d", "id": 2}, {"samples": [{"hash": "eC04Nnqdr06", "uri": "https://www.sec.gov/Archives/edgar/data/1585855/000199937124008202/ex99bii.htm", "label": "Amendment (Gabelli Global Small & Mid Cap Value Trust)", "score": 21.5023956299, "published": false}, {"hash": "f1gqSqijpdy", "uri": "https://www.sec.gov/Archives/edgar/data/2080574/000182912625006383/gpit_exb.htm", "label": "Gabelli Preferred & Income Trust", "score": 20.6194381714, "published": false}, {"hash": "2TKWQl0iLmV", "uri": "https://www.sec.gov/Archives/edgar/data/2080574/000182912625006373/gpit_ex2.htm", "label": "Gabelli Preferred & Income Trust", "score": 20.6194381714, "published": false}], "snippet": "means any election of Trustees in which the number of persons nominated for election as Trustees by Shares entitled to vote for such Trustees in accordance with Section 1.9 hereof exceeds the number of Trustees to be elected by Shares entitled to vote for such Trustees, with the determination that any election of Trustees is a Contested Election to be made by the Secretary or other officer of the Fund prior to the time the Fund mails its initial proxy statement in connection with such election of Trustees. If, prior to the time the Fund mails its initial proxy statement in connection with such election of Trustees, one or more persons nominated for election as a Trustee by Shares entitled to vote for such Trustee are withdrawn such that the number of persons nominated for election as Trustee by Shares entitled to vote for such Trustee no longer exceeds the number of Trustees to be elected by Shares entitled to vote for such Trustees, such election shall not be considered a Contested Election. The determination of whether an election is a Contested Election shall be made on a proposal-by-proposal basis and it is expressly acknowledged that, in the event different classes or series of Shares are entitled to vote for different Trustees, a Contested Election may occur for some Trustee seats but not others at the same meeting of shareholders.", "size": 21, "snippet_links": [{"key": "election-of-trustees", "type": "clause", "offset": [10, 30]}, {"key": "number-of-persons", "type": "clause", "offset": [44, 61]}, {"key": "entitled-to-vote", "type": "definition", "offset": [107, 123]}, {"key": "in-accordance-with", "type": "clause", "offset": [142, 160]}, {"key": "number-of-trustees", "type": "clause", "offset": [192, 210]}, {"key": "the-secretary", "type": "clause", "offset": [362, 375]}, {"key": "the-fund", "type": "clause", "offset": [396, 404]}, {"key": "prior-to-the", "type": "clause", "offset": [405, 417]}, {"key": "proxy-statement", "type": "clause", "offset": [450, 465]}, {"key": "in-connection-with", "type": "clause", "offset": [466, 484]}, {"key": "a-trustee", "type": "clause", "offset": [669, 678]}, {"key": "as-trustee", "type": "clause", "offset": [792, 802]}, {"key": "the-determination-of", "type": "definition", "offset": [1008, 1028]}, {"key": "an-election", "type": "clause", "offset": [1037, 1048]}, {"key": "a-proposal", "type": "clause", "offset": [1090, 1100]}, {"key": "in-the-event", "type": "clause", "offset": [1158, 1170]}, {"key": "series-of-shares", "type": "clause", "offset": [1192, 1208]}, {"key": "meeting-of-shareholders", "type": "clause", "offset": [1335, 1358]}], "hash": "e329133dd864506fb3c6572702ab6642", "id": 3}, {"samples": [{"hash": "eBYI1BA4EVb", "uri": "https://efiles.portlandoregon.gov/Record/14358278/File/Document/", "label": "efiles.portlandoregon.gov", "score": 7.5263519287, "published": false}, {"hash": "8IUin0tBQXA", "uri": "https://efiles.portlandoregon.gov/Record/14028596/File/Document/", "label": "efiles.portlandoregon.gov", "score": 7.3976726532, "published": false}, {"hash": "9kaLTKugPWd", "uri": "https://efiles.portlandoregon.gov/Record/13304143/File/Document/", "label": "efiles.portlandoregon.gov", "score": 6.8761124611, "published": false}], "snippet": "means an election in which there are at least two candidates for a covered office who have a campaign finance entity. 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If, prior to the time the Fund mails its initial proxy statement in connection with such election of Directors, one or more persons nominated for election as a Director are withdrawn such that the number of persons nominated for election as Director no longer exceeds the number of Directors to be elected, such election shall not be considered a Contested Election.", "size": 289, "id": "contested-election", "examples": ["In an election other than a <strong>Contested Election</strong>, stockholders will be given the choice to cast votes \u201cfor\u201d or \u201cagainst\u201d the election of directors or to \u201cabstain\u201d from such vote (with abstentions and broker non-votes not counted as a vote cast \u201cfor\u201d or \u201cagainst\u201d the election of such candidate), and stockholders shall not have the ability to cast any other vote with respect to such election of directors.", "In the event an incumbent director fails to receive a majority of the votes cast in an election that is not a <strong>Contested Election</strong>, the Committee on Directors and Corporate Governance, or such other committee designated by the Board of Directors pursuant to these bylaws, shall make a recommendation to the Board of Directors as to whether to accept or reject the resignation of such incumbent director, or whether other action should be taken.", "If there is a <strong>Contested Election</strong>, a formal notice of the Election Date and the List of Candidates shall be sent by the Company at least 10 days but no more than 60 days prior to the Election Date to the Exchange Members who were Exchange Members on the Record Date, by any means, including electronic transmission, as determined by the Board or committee thereof.", "In the Event of a <strong>Contested Election</strong>, the Company shall also send Exchange Members the formal notice described in Section 1(c).", "In the event of a <strong>Contested Election</strong>, each Exchange Member shall have the right to cast one vote for each Member Representative Director position to be filled; provided, however, that any such vote must be cast for a person on the List of Candidates.", "In the event that the Majority Voting Standard is held by a federal or state court sitting within the Commonwealth of Massachusetts to be inconsistent with applicable law governing Massachusetts business trusts, then, with respect to any <strong>Contested Election</strong> until such ruling is reversed, overturned, vacated, stayed or otherwise nullified, a nominee receiving the affirmative vote of a plurality of the Shares voted at any meeting at which a quorum as to the election of Trustees is present shall be elected.", "In the case of a <strong>Contested Election</strong> for Directors that occurs from and after the fifth anniversary of the Effective Date, the AK Group may vote its Shares with respect to the election of directors (other than the Grupo VM Nominees) in any manner with respect to such <strong>Contested Election</strong> for Directors.", "In a <strong>Contested Election</strong>, stockholders will be given the choice to cast \u201cfor\u201d or \u201cwithhold\u201d votes for the election of directors and shall not have the ability to cast any other vote with respect to such election of directors.", "In the event an Election Meeting involves the election of directors by separate votes by class or classes or series, the determination as to whether an election constitutes a <strong>Contested Election</strong> shall be made on a class by class or series by series basis, as applicable.", "In a <strong>Contested Election</strong>, stockholders will be given the choice to cast \u201cfor\u201d or \u201cwithhold\u201d votes for the election of directors (with abstentions and broker non-votes not counted as a vote cast) and shall not have the ability to cast any other vote with respect to such election of directors."], "related": [["mixed-election", "Mixed Election", "Mixed Election"], ["qualified-election", "Qualified Election", "Qualified Election"], ["10-election", "10) Election", "10) Election"], ["lca-election", "LCA Election", "LCA Election"], ["qualified-election-period", "Qualified Election Period", "Qualified Election Period"]], "related_snippets": [], "updated": "2026-05-10T05:39:37+00:00"}, "json": true, "cursor": ""}}