2012 New York Consolidated Laws
BSC - Business Corporation
Article 6 - (601 - 630) SHAREHOLDERS
614 - Vote of shareholders.

 
  § 614. Vote of shareholders.
    (a) Directors  shall,  except as otherwise required by this chapter or
  by the by-laws or certificate of  incorporation  as  permitted  by  this
  chapter,  be  elected  by  a plurality of the votes cast at a meeting of
  shareholders by the holders of shares 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
  shareholders, it shall, except as otherwise required by this chapter  or
  by  the  certificate of incorporation as permitted by this chapter or by
  the specific provisions of a by-law  adopted  by  the  shareholders,  be
  authorized  by  a majority of the votes cast in favor of or against such
  action at a meeting of shareholders by the holders of shares entitled to
  vote thereon.  Except  as  otherwise  provided  in  the  certificate  of
  incorporation  or  the  specific  provision  of  a by-law adopted by the
  shareholders, an abstention shall not constitute a vote cast.