§ 17-19-824 — Quorum and voting

(a) Except as otherwise provided in this act, the articles
or bylaws, a quorum of a board of directors consists of a
majority of the directors in office immediately before a meeting
begins. In no event may the articles or bylaws authorize a
quorum of fewer than the greater of one-third (1/3) of the
number of directors in office or two (2) directors.
(b) If a quorum is present when a vote is taken, the
affirmative vote of a majority of directors present is the act
of the board unless this act, the articles or bylaws require the
vote of a greater number of directors.