{"data":{"id":"us-nc/n.c.-gen.-stat.-55-7-25","jurisdiction":"us-nc","citation":"N.C. Gen. Stat. § 55-7-25","heading":"Quorum and voting requirements for voting groups.","body":"(a)\tShares entitled to vote as a separate voting group may take action on a matter at a meeting only if a quorum of that voting group exists with respect to that matter, except that, in the absence of a quorum at the opening of any meeting of shareholders, such meeting may be adjourned from time to time by the vote of a majority of the votes cast on the motion to adjourn. Unless the articles of incorporation, a bylaw adopted by the shareholders, or this act provides otherwise, a majority of the votes entitled to be cast on the matter by the voting group constitutes a quorum of that voting group for action on that matter.\n(b)\tOnce a share is represented for any purpose at a meeting, it is deemed present for quorum purposes for the remainder of the meeting and for any adjournment of that meeting unless a new record date is or must be set for that adjourned meeting.\n(c)\tIf a quorum exists, action on a matter (other than the election of directors) by a voting group is approved if the votes cast within the voting group favoring the action exceed the votes cast opposing the action, unless the articles of incorporation, a bylaw adopted by the shareholders, or this Chapter requires a greater number of affirmative votes.\n(d)\tAn amendment of the articles of incorporation or bylaws adding, changing, or deleting a quorum or voting requirement for a voting group greater than specified in subsection (a) or (c) is governed by G.S. 55-7-27.\n(e)\tThe election of directors is governed by G.S. 55-7-28.\n(f)\tWhenever a provision of this Chapter provides for voting by one or more series as separate voting groups, unless otherwise provided in this Chapter, the requirement provided in G.S. 55-10-04(c) for amendments of articles of incorporation apply to that provision. (1901, c. 2, s. 39; Rev., s. 1182; C.S., s. 1175; 1927, c. 138; G.S., s. 55-112; 1955, c. 1371, s. 1; 1973, c. 469, ss. 21, 22; 1989, c. 265, s. 1; 1991, c. 645, s. 16(a); 2018-45, s. 4.)","path":["Chapter 55. North Carolina Business Corporation Act.","Article 7. Shareholders.","Part 2. Voting."],"source_url":"https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/BySection/Chapter_55/GS_55-7-25.html","current_through":"S.L. 2026-30","vintage":"","retrieved_at":"2026-08-27T18:05:57Z","sha256":"094637f5db52ac9b8c6c4a526dde6c63f0bb275a98f14ca8fe8989a6d677334e","source_id":"us-nc","stale":false,"prev":"us-nc/n.c.-gen.-stat.-55-7-24","next":"us-nc/n.c.-gen.-stat.-55-7-26"},"notice":"GroundRules: Original legal text. Not legal advice."}