Good morning, ladies and gentlemen. My name is Erik Gershwind, and I'm President and Chief Executive Officer and a director of MSC Industrial Direct Co., Inc. On behalf of the company, I welcome you and thank you for attending this annual meeting of shareholders. This year's annual meeting is being held virtually with no physical meeting. While the meeting is virtual, we do still welcome questions from our shareholders. When we come to the Q&A portion, we'll answer questions from any shareholders that submit them, and you can submit your live questions through the text box that's located on your screen. Please note that the meeting is being recorded. Before proceeding to the business of the meeting, I'd like to remind everyone that the meeting is governed by New York law and the company's second amended and restated bylaws, and as such, is subject to certain formal procedures.
Upon connecting to the meeting via the virtual meeting website, the agenda and rules of conduct for the meeting were available to each of you. In order to conduct an orderly and efficient meeting, we ask each of you to abide by those rules of conduct. I'd now like to introduce the other current directors of the company who are all present at this meeting. Those include Mitchell Jacobson, who is our Non-Executive Chairman of the Board, Louise Goeser, Michael Kaufmann, Steven Paladino, Philip Peller, and Rudina Seseri, who serve as our Independent Directors. I'd also like to introduce Neal Dongre, who serves as our Vice President, Legal, and Assistant Corporate Secretary and is also present at this meeting. Finally, I'd like to introduce Jonathan Lipschutz of Ernst & Young LLP, our independent registered public accounting firm.
During the question-and-answer period, Mr. L ipschutz will be available to respond to any appropriate questions that you may have. This meeting is now called to order. I'll act as the chairman of the meeting, and Mr. Dongre will act as secretary of the meeting. Will the secretary please report on the number of shares outstanding and entitled to vote at the meeting?
The board of directors set the close of business on December 8, 2021 as the record date for shareholders entitled to notice of and to vote at this meeting. A certified list of shareholders entitled to vote at the meeting is available and may be inspected by any shareholder. As of the record date, 47,125,361 shares of Class A common stock were outstanding. Each Class A share being entitled to one vote on all matters properly before the meeting. 8,654,010 shares of Class B common stock were outstanding. Each Class B share being entitled to 10 votes on all matters properly before the meeting.
Thank you, Neal. We've received an affidavit of distribution establishing that notice of this meeting was duly given. A copy of the notice of the meeting and the affidavit of distribution will be kept with the minutes of the meeting.
Under New York law and the company's second amended and restated bylaws, the presence in person or by proxy of the holders of a majority of the total shares of our Class A common stock and our Class B common stock that are entitled to vote is necessary to constitute a quorum. A tally by the Inspector of Election indicates that a quorum is present. A final count of the exact number of shares present will be included in the minutes of this meeting.
Peter Descovich of Broadridge Financial Solutions has been appointed as Inspector of Election for the meeting. He's taken the customary oath of office, which will be filed with the permanent records of the meeting. Our meeting has been called to consider and vote on the following proposals as more fully described in the proxy statement that was furnished to our shareholders in connection with this meeting. One, to elect the seven directors nominated by the board of directors. Two, to ratify the appointment of Ernst & Young to serve as our independent registered public accounting firm for fiscal 2022. Three, to approve on an advisory basis the compensation of our named executive officers.
The election of each nominee for director requires the affirmative vote of a plurality of the votes cast by the holders of the Class A common stock and the Class B common stock present and voting in person or by proxy at this meeting. The ratification of the appointment of Ernst & Young to serve as our independent registered public accounting firm for fiscal 2022, and the approval on an advisory basis of the compensation of our named executive officers each requires the affirmative vote of a majority of the aggregate votes cast on such proposal in person or by proxy at this meeting. This meeting will take up separately each of those items of business, and I'd request that any discussion in connection with an item be limited to that item. Following completion of discussion on all proposals, voting on all of them will take place.
Our first order of business is the election of directors. In keeping with good corporate governance practice, the proposed slate includes a majority of independent nominees for director. The company's Nominating and Corporate Governance Committee has reviewed the qualifications and independence of the nominees for director, and with each member of the Nominating and Corporate Governance Committee, abstaining as to him or herself, has recommended each of the other nominees to the board of directors. I now recognize Mr. Dongre.
I nominate the following persons named in the proxy statement for election as directors of the company to hold office in accordance with and subject to the provisions of the company's second amended and restated bylaws until the company's 2023 annual meeting of shareholders and until their successors are duly elected and qualified. Erik Gershwind, Louise Goeser, Mitchell Jacobson, Michael Kaufmann, Steven Paladino, Philip Peller, and Rudina Seseri.
I second the nomination and direct that the persons nominated as directors be voted upon by all those who have not previously voted by proxy. The next item of business is consideration of the ratification of the appointment of Ernst & Young to serve as our independent registered public accounting firm for fiscal year 2022. Ernst & Young has served as our independent registered public accounting firm since 2002. After review of their past performance, the Audit Committee has appointed Ernst & Young to serve as the company's independent registered public accounting firm for fiscal 2022. Although shareholder ratification of the Audit Committee's action in this respect is not required, the Audit Committee and the Board of Directors consider it desirable for shareholders to pass upon the appointment of the independent registered public accounting firm.
If the shareholders fail to ratify the appointment, the Audit Committee intends to reconsider its appointment of Ernst & Young as our independent registered public accounting firm. A representative of Ernst & Young is present and will answer any appropriate questions you may have during the later Q&A period.
Mr. Chairman, I move that the proposal to ratify the appointment of Ernst & Young to serve as the company's independent registered public accounting firm for fiscal year 2022 be voted upon by the shareholders of the company.
I second the motion and call for a vote on the proposal to ratify the appointment of Ernst & Young to serve as the company's independent registered public accounting firm for fiscal 2022. Our next item of business is to vote to approve on an advisory basis the compensation of our named executive officers. This vote is advisory, which means that the shareholder vote on this proposal will not be binding on the company, the board, or the Compensation Committee. However, the Compensation Committee and the board value the opinions of the company's shareholders and will carefully consider the outcome of the vote when making future compensation decisions for these named executive officers of the company.
Mr. Chairman, I move that the proposal to approve on an advisory basis the compensation of our named executive officers be voted upon by the shareholders of the company.
I second the motion and call for a vote to approve on an advisory basis the compensation of our named executive officers. We'll now entertain questions from any interested shareholders present regarding the proposals to be voted upon. Please follow the instructions provided on the virtual meeting screen to submit questions. Please adhere to the rules of conduct. Please stand by while we review any questions submitted regarding the proposals to be voted on. Okay, since there are no questions, we'll now proceed to open the polls for voting on all of these matters. It is currently 9:10 A.M. on January 26th, 2022, and the polls for voting on all matters are now open. All shareholders entitled to vote at this meeting have the ability to do so online.
If you are a shareholder entitled to vote and have not yet voted, or if you wanna change your previously cast vote, please do so by following the instructions on the website used to access this meeting. Please remember that if you have already voted by proxy, it is not necessary to vote again. Polls will remain open for one minute, after which we will close the polls and the Inspector of Election will provide his preliminary report. Okay, one minute has elapsed, and the polls are now closed. I instruct the Inspector of Election to count the votes and submit the tally to the Secretary. While the Inspector of Election is counting the votes, we'll now entertain any questions for the company's independent registered public accounting firm from any shareholders who are present.
There will be a separate Q&A period with management after the close of the meeting. Please follow the instructions provided on the virtual meeting screen to submit questions. Okay, since there are no questions, I ask the Secretary to report on the vote on the proposals presented at the meeting.
The inspector has reported that the following nominees have received the highest number of votes for election as directors. Erik Gershwind, Louise Goeser, Mitchell Jacobson, Michael Kaufmann, Steven Paladino, Philip Peller, and Rudina Seseri. The inspector has also reported that more than a majority of the votes cast has been voted for the ratification of the appointment of Ernst & Young to serve as our independent registered public accounting firm for fiscal year 2022. More than a majority of the votes cast has been voted for the approval on an advisory basis of the compensation of our named executive officers.
I therefore declare that Erik Gershwind, Louise Goeser, Mitchell Jacobson, Michael Kaufmann, Steven Paladino, Philip Peller, and Rudina Seseri have been elected as members of the board of directors to hold office in accordance with and subject to the provisions of the company's second amended and restated bylaws until the company's 2023 Annual Meeting of Shareholders and until their successors are duly elected and qualified. I also declare that the shareholders have ratified the appointment of Ernst & Young to serve as our independent registered public accounting firm for fiscal 2022 and approved on an advisory basis the compensation of our named executive officers. The inspector of election will file the certificate with respect to results of the voting in the company's minutes of this meeting. Are there any other matters to be brought before the meeting? Okay.
If there's no other business, the 2022 Annual Meeting of Shareholders of MSC Industrial Direct Co., Inc. is adjourned, and we thank you for your attendance. Our management team will now entertain questions from any interested shareholders present. Again, please follow the instructions provided on the virtual meeting screen to submit questions and adhere to our rules of conduct. Since there are no questions, I guess we can adjourn.
This now concludes the meeting. Thank you for joining, and have a pleasant day.