Section 24: Voting by stockholders; articles of organization or by-laws controlling
187 words·~1 min read·
/ma/part-i/title-xxii/chapter-164/24·A research copy — for the controlling text, always check the official state or federal source. Not legal advice.
Section 24.
(a)Whenever, with respect to any action to be taken by the stockholders of a corporation subject to this chapter, the articles of organization or by-laws require the vote or concurrence of the holders of all of the shares, or of any class or series thereof, or a greater proportion thereof than required by this chapter with respect to such action, the provisions of the articles of organization or by-laws shall control.
(b)Whenever, with respect to any action to be taken by the stockholders of such corporation as to which a vote of each class of stock outstanding and entitled to vote thereon is required by this chapter, the articles of organization or by-laws provide that two or more classes of stock shall vote as a single class, the provisions of the articles of organization or by-laws shall control, provided, however, that no such provision shall deprive any class or series of stock whose rights would be adversely affected by such action of any right to a separate vote which such class or series may have under section eight A or section eight C.