US Laws, Codes, Statutes & Cases

 
  § 613. Vote of members.
    (a) Except as otherwise required by this chapter or by the certificate
  of  incorporation or the by-laws as permitted by this chapter, directors
  shall be elected by a plurality of  the  votes  cast  at  a  meeting  of
  members by the members entitled to vote in the election.
    (b)  Whenever  any  corporate  action,  other  than  the  election  of
  directors, is to be taken under this chapter by vote of the members,  it
  shall,   except  as  otherwise  required  by  this  chapter  or  by  the
  certificate of incorporation or by by-laws as permitted by this chapter,
  be authorized by a majority of the votes cast at a meeting of members by
  the members entitled to vote thereon.
    (c) Except as provided in paragraph (b), any reference in this chapter
  to corporate action at a  meeting  of  members  by  "majority  vote"  or
  "two-thirds  vote"  shall  require  the  action  to  be  taken  by  such
  proportion of  the  votes  cast  at  such  meeting,  provided  that  the
  affirmative  votes  cast  in  favor of any such action shall be at least
  equal to the quorum. Blank votes or abstentions shall not be counted  in
  the number of votes cast.