Pennsylvania Statutes Title 15 Pa.C.S.A. Corporations and Unincorporated Associations § 1709. Conduct of shareholders meeting

(a) Presiding officer.--There shall be a presiding officer at every meeting of the shareholders.  The presiding officer shall be appointed in the manner provided in the bylaws or, in the absence of such provision, by the board of directors.  If the bylaws are silent on the appointment of the presiding officer and the board fails to designate a presiding officer, the president shall be the presiding officer.

(b) Authority of the presiding officer.--Except as otherwise provided in the bylaws, the presiding officer shall determine the order of business and shall have the authority to establish rules for the conduct of the meeting.

(c) Procedural standard.--Any action by the presiding officer in adopting rules for and in conducting a meeting shall be fair to the shareholders.

(d) Closing of the polls.--The presiding officer shall announce at the meeting when the polls close for each matter voted upon.  If no announcement is made, the polls shall be deemed to have closed upon the final adjournment of the meeting.  After the polls close, no ballots, proxies or votes, nor any revocations or changes thereto, may be accepted.