Security, data and compliance in Proxy Voting & Shareholder Services

How Proxy Voting & Shareholder Services protects data and supports your compliance obligations.

Security controls

Single sign-on

Staff sign in through your identity provider, so your password and multi-factor policies apply.

Role-based access

What each person can see and do follows their role and meeting; recording votes is separate from setting rules and certifying results.

Shareholder privacy

Shareholder names, addresses and positions are visible only to the roles that need them, supporting your Regulation S-P obligations.

Encryption and keys

Client data is encrypted, with keys Moraph staff cannot use without explicit, time-bound authorization.

Complete audit trail

Every vote, revocation, exception decision, rule change and certification is logged with the person and time, and cannot be edited.

Data residency

Data stays in the hosting region you choose: the United States, the United Kingdom or Australia.

Requirements it supports

• Investment Company Act of 1940, Section 20(a) and Rule 20a-1
• Securities Exchange Act of 1934, Section 14(a) and Regulation 14A
• SEC Rule 14a-16 (notice and access)
• SEC Rules 14a-13, 14b-1 and 14b-2 (distribution through brokers and banks)
• Regulation S-P (17 CFR Part 248)
• Electronic Signatures in Global and National Commerce Act (15 U.S.C. 7001 et seq.)

The product supports these requirements; meeting them remains your organization's responsibility.

Where it runs

• Moraph cloud: Hosted and operated by Moraph in the United States region. United Kingdom and Australia regions are available for clients outside the US.
• Dedicated environment: A single-tenant environment for transfer agents and administrators whose policies require isolation, scoped in the proposal.
• With a managed service: Optionally run alongside a Moraph managed service for meeting setup support and platform administration.

Limitations

• Moraph provides the software. It does not act as proxy solicitor, transfer agent or inspector of election; those roles are filled by your organization or the firms you appoint.
• It does not contact shareholders to solicit votes. It produces the reports your team or your proxy solicitor uses.
• Materials for beneficial owners reach them through brokers, banks and their distribution agents; the product exchanges files with them but depends on their timeliness and accuracy.
• Printing, mailing and card scanning are performed by your vendors.
• It does not prepare or file proxy statements or other documents on EDGAR.
• Quorum and approval standards depend on each fund's governing documents, state law and the Investment Company Act; they are configured from your counsel's instructions, and the product does not give legal advice.
• It does not cover a fund's own voting of portfolio securities or Form N-PX reporting.
• Phone voting is through your representatives using the product's entry screens; an automated phone voting line is not included.