§ 55-10-22. Bylaw increasing quorum or voting requirement for directors. - North Carolina Statutes

§55‑10‑22.  Bylaw increasing quorum or voting requirement fordirectors.

(a)        A bylaw that fixesa greater quorum or voting requirement for the board of directors may beamended or repealed:

(1)        If originallyadopted by the shareholders, only by the shareholders, unless amendment orrepeal by the board of directors is permitted pursuant to subsection (b);

(2)        If originallyadopted by the board of directors, either by the shareholders or by the boardof directors.

(b)        A bylaw adopted oramended by the shareholders that fixes a greater quorum or voting requirementfor the board of directors may provide that it may be amended or repealed onlyby a specified vote of either the shareholders or the board of directors.

(c)        A bylaw referred toin subsection (a):

(1)        May not be adoptedby the board of directors by a vote less than a majority of the directors thenin office, and

(2)        May not itself beamended by a quorum or vote of the directors less than the quorum or votetherein prescribed or prescribed by the shareholders pursuant to subsection(b). (1955, c. 1371, s. 1; 1959, c. 1316, ss. 2, 3; 1973,c. 469, s. 4; 1989, c. 265, s. 1.)