Section 613. Vote of members  


Latest version.
  • (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.