Explain the factors that lead to a proxy contest. What is its outcome?

 One or more shareholders may oppose the actions taken by the incumbent directors and want to have some or all of these directors removed and replaced. The insurgent shareholders offer their own slate of proposed directors to replace the current directors. The insurgent shareholders can challenge the incumbent directors in a proxy contest, in which both sides solicit proxies from the other shareholders. The vote will be taken at the annual meeting of the shareholders or at a special meeting of the shareholders if one has been called. The side that receives the greatest number of votes wins the proxy contest, and its slate of directors becomes the directors of the corporation.
 

Tremendous help, I just double-checked it with my friend