Also known as: casts
Written by attorneys · grounded in primary & secondary sources — see below
A formal act by which a voter deposits a ballot or signals a choice in an election or corporate vote. The act determines whether a quorum exists and whether a proposal receives sufficient support under statutory defaults such as plurality or majority-of-votes-cast rules.
Coastal Shipping called a special meeting to approve a merger. A quorum of shares was present. When the vote was tallied, 62 percent of the votes cast favored the merger while 38 percent opposed it. The merger was approved because the votes cast in favor exceeded those cast against under the default rule.
Continental Bank published a statement questioning Cascade Manufacturing's solvency. Several customers immediately canceled orders after reading the statement. Cascade recovered the direct lost profits plus the cost of corrective advertising because those losses resulted immediately from third-party reactions to the publication.
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Crown Pharmaceuticals held its annual meeting to elect three directors. Shareholders cast 1,200,000 votes for the three incumbent nominees and 900,000 votes for the challengers. The incumbents were seated because they received a plurality of the votes cast at a meeting with a quorum present.
Christopher Collins and other preferred shareholders constituted a separate voting group. At the meeting, shares representing 52 percent of the votes entitled to be cast by that group were represented. The group could therefore take action because a quorum existed for the voting group.
Caitlin Crowley and other shareholders called a meeting to remove one director. They cast 1,800,000 votes in favor of removal and 1,200,000 votes against removal. The director was removed because the votes cast to remove exceeded the votes cast not to remove.
Christine Castro cast a provisional ballot in the wrong precinct. County officials confirmed her identity and counted the ballot under one county's rule but rejected identical ballots under another county's rule. The inconsistent treatment of the ballots cast violated equal protection.
Action on a matter other than director elections passes if the votes cast favoring the action exceed the votes cast opposing it, unless the articles require a greater number.
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Directors are elected by a plurality of the votes cast by shares entitled to vote at a meeting where a quorum is present, unless the articles provide otherwise.
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A separate voting group has a quorum when shares representing a majority of the votes entitled to be cast on the matter by that group are present, unless the articles provide a different number.
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A director is removed when the number of votes cast to remove exceeds the number of votes cast not to remove, subject to any higher requirement in the articles or bylaws and subject to cumulative-voting protections.
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…of those that have been in effect in many States for approximately a century. The Georgia statutes, in contrast, have a modern cast and are a legislative product that, to an extent at least, obviously reflects the influences of recent attitudinal change, of advancing medical knowledge and techniques, and of new thinking…