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HomeCorporations CodeCh. 1§ 112 Share Voting Rights Rules

§ 112 Share Voting Rights Rules

Corporations Code·California
AI Summary·Official Text·Key Terms·Related Statutes·References
AI SummaryVerified

§ 112 Share Voting Rights Rules

This law explains how voting works when some shares have more or less voting power than others. It also says that if some shares can't vote on a topic, they don't count toward the total needed to make a decision.

Key Takeaways

  • •Some shares can have more or less voting power than others.
  • •If shares can't vote on a topic, they don't count toward the total needed to make a decision.
  • •The law helps figure out how many votes are needed to approve something.

Example

A company has 100 shares, but some shares get 2 votes while others get 1 vote.

When voting on something, the company counts the total votes, not just the number of shares. If some shares can't vote on a topic, they don't count toward the total needed to make a decision.

AI-generated — May contain errors. Not legal advice. Always verify source.

Official Source
View on CA.gov

§ 112 Share Voting Rights Rules

If the articles provide for more or less than one vote for any share on any matter, the references in Sections 152, 153 and 602 to a majority or other proportion of shares means, as to such matter, a majority or other proportion of the votes entitled to be cast. Whenever in this division shares are disqualified from voting on any matter, they shall not be considered outstanding for the determination of a quorum at any meeting to act upon, or the required vote to approve action upon, that matter under any other provision of this division or the articles or bylaws. (Repealed and added by Stats. 1975, Ch. 682.)

Last verified: January 10, 2026

Key Terms

majority or other proportion of sharesvotes entitled to be castdisqualified from votingoutstanding for the determination of a quorum

Related Statutes

  • § 12216 Member Voting Rights Rules
  • § 5010 Membership Voting Rights Rules
  • § 101 Statutory Construction Rules
  • § 102 Corporation Applicability Scope
  • § 103 Federal Corporation Immunity

References

  • Official text at leginfo.legislature.ca.gov
  • California Legislature. Corporations Code. Section 112.
View Official Source