N.Y. Not-for-Profit Corporation Law § 616: Voting by class of members

§ 616. Voting by class of members.

(a) The certificate of incorporation or the by-laws may contain

provisions specifying that any class or classes of members shall vote as

a class in connection with the transaction of any business or of any

specified item of business at a meeting of members, including amendments

to the certificate of incorporation.

(b) Where voting as a class is provided in the certificate of

incorporation or the by-laws, it shall be by the proportionate vote so

provided or, if no proportionate vote is provided, in the election of

directors, by a plurality of the votes cast at such meeting by the

members of such class entitled to vote in the election, or for any other

corporate action, by a majority of the votes cast at such meeting by the

members of such class entitled to vote thereon.

(c) Such voting by class shall be in addition to any other vote,

including vote by class, required by this chapter or by the certificate

of incorporation or the by-laws as permitted by this chapter.