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Quorum of 66. (1) Unless otherwise provided in the articles of
shareholders incorporation, a majority of shares entitled to vote,
represented in person or by proxy, shall constitute a
quorum at a meeting of shareholders, but in no event shall a
quorum consist of fewer than one-third of the shares
entitled to vote at a meeting.
(2) When a quorum is once present to organize a meeting, it
is not broken by the subsequent withdrawal of any
shareholders.
(3) The shareholders present may adjourn the meeting
despite the absence of a quorum.
Vote of 67. (1) Directors shall, except as otherwise required by this
shareholders Ordinance or by the articles of incorporation as permitted
required by this Ordinance, 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.
(2) The articles of incorporation of any corporation may
provide that in all elections of directors of such corporation
each shareholder shall be entitled to as many votes as shall
equal the number of votes which, except for such
provisions as to cumulative voting, he would be entitled to
cast for the election of directors with respect to his shares
multiplied by the number of directors to be elected, and that
he may cast all of such votes for a single director or may
distribute them among the number to be voted for, or any
two or more of them, as he may see fit. This right, when
exercised, shall be termed cumulative voting.
(3) Whenever any corporate action, other than the election
of directors, is to be taken under this Ordinance by vote of
the shareholders, it shall, except as otherwise required by
this Ordinance or by the articles of incorporation as
permitted by this Ordinance, be authorized by a majority of
the votes cast at a meeting of shareholders by the holders of
shares entitled to vote thereon.