Section 44. Voting by members

Except as otherwise provided in this chapter
  and section two hundred fifty-eight-l of  the  agriculture  and  markets
  law, each member shall be entitled to one vote only. Vote by proxy shall
  be  permitted  only  to  the  extent  provided  by the by-laws which are
  consistent with the provisions of this chapter, provided, however,  vote
  by  proxy  may  not  be  utilized where the certificate of incorporation
  permits proportionate or unequal voting. Except as otherwise required by
  this chapter or  by  the  by-laws,  directors  shall  be  elected  by  a
  plurality of the votes cast at a meeting by the members entitled to vote
  in the election.