§ 613 — Vote of members

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