North Carolina § 55A-7-23 - Voting requirements.

§ 55A-7-23. Voting requirements.

Unless this Chapter, the articles of incorporation, or the bylaws require a greater vote or voting by class, if a quorum is present, the affirmative vote of a majority of the votes cast is the act of the members. An amendment to the articles of incorporation or bylaws on which members are entitled to vote, the purpose of which is to increase or decrease the vote required for any member action, shall be approved by the members entitled to vote on that action by a vote that would be sufficient to take the action before the amendment. History (1955, c. 1230; 1993, c. 398, s. 1; 1995, c. 400, s. 3.) NORTH CAROLINA COMMENTARY Former 55A-33 provided that the vote of a majority of "the votes entitled to be cast" at a meeting at which a quorum is present was the act of the members. Subsection (a) provides that "a majority of the votes cast" at a meeting at which a quorum is present is the act of the members, so that members present at a meeting cannot defeat an action by withholding their votes. Subsection (b) had no counterpart in the prior law.