Frequently Asked Questions On The Doyon, Limited Board
Election
Board Recommended Slate
How does the board of directors select their recommended
slate of candidates?
The process for selecting the board recommended slate
of candidates starts when the candidate application
forms are sent out to the villages in early September
and also posted on Doyon's website. The candidate
information form specifically requires candidates
provide business and employment experience, education
and other background information. Candidate applications
are due in late November. Candidate applications forms
along with any other information provided by candidates
are collected and provided to the Board members for
their consideration. At the December meeting each
candidate is given the opportunity to make a presentation
to the Board and to answer follow up questions. After
reviewing the candidate information form and hearing
from all the candidates, the Board then votes by secret
ballot to determine its’ recommended slate of candidates.
Proxy Holder
Why am I required to select a proxy holder?
Our bylaws require that over 50% of our voting shares
must be present to have a valid annual meeting in
order to elect a board of directors. Because many
of our shareholders cannot attend in person, Doyon
uses a proxy system. You can give your proxy to the
Doyon Proxy Committee or to a voting Doyon shareholder
who will be present at the annual meeting. Your votes
will be cast as you direct on your proxy. The use
of proxies is not unique to Doyon. It is a business
practice used throughout the corporate world where
a business is owned by shareholders.
Second Ballot
Does Doyon use a second ballot in its elections?
The Doyon board of directors voted to eliminate a
second ballot in December 2005, effective with the
2006 annual meeting. The candidate who receives the
highest number of votes is elected or, if required
by the articles of incorporation, the rural candidate
receiving the highest number of votes is elected.
A second ballot is no longer required for the election
of directors.
Rural Seat
Please explain the required rural representation
on the board of directors.
Doyon, Limited’s articles of incorporation require
rural representation on the board of directors. Rural
shareholders are defined in the articles of incorporation
as those shareholders residing within the Tanana Chiefs
Conference region but outside the Fairbanks North
Star Borough. The minimum number of board seats which
must be held by shareholders who reside in the rural
area is determined by a formula contained in the articles
of incorporation. Currently, rural directors must
hold 30 percent of the 13 board positions or a minimum
of four seats. At the 2010 annual meeting, one of
the four candidates elected is required to be a rural
shareholder.
Board Candidate Materials
How do candidates get my personal contact information?
I didn't give it to them and yet I'm receiving materials
from board candidates.
Some shareholders have expressed concern about the
release of their name, address or email address to
board candidates who are soliciting proxies. Doyon
is required by Alaska law to make shareholder names
and addresses available to candidates for the Doyon
Limited Board of Directors. However, the information
is only released with proper safeguards. We only release
the information to approved third-party printers that
print and mail or email candidate messages. Prior
to providing the information, Doyon requires the third-party
printers to sign a confidentiality agreement that
only allows use of shareholder names and addresses
for proxy solicitation messages sent on behalf of
a candidate. Shareholder names, addresses and email
addresses are not released directly to candidates,
or to anyone else. Doyon takes the confidentiality
of shareholder information very seriously, and we
will continue our efforts to safeguard shareholder
information.
Shareholder Communication
I have questions, concerns or suggestions regarding
Doyon’s board election process. What is the best way
to communicate with the corporation so I am heard?
Doyon is committed to providing shareholders with
accurate and timely information on the annual meeting,
election process and board candidates, to ensure that
shareholders have the information needed to make informed
decisions. Currently, annual meeting and election
information is included in Doyon’s regular newsletters,
special newsletters and annual report and proxy mailings,
as well as on the Doyon website, e-newsletter and
Facebook page well in advance of the annual meeting.
Doyon is continually seeking ways to improve communications
with shareholders. To ensure that shareholder needs
and preferences are being met, Doyon is in the process
of preparing a shareholder survey that will assess
what shareholders want in regards to the annual meeting
and election process. If you are contacted, please
participate. Your input is important. Shareholders
with comments or suggestions on this topic are encouraged
to participate in the survey, if called. All shareholders
may also submit comments or questions via Doyon’s
website here.
