Also known as: casts
Written by attorneys — see sources 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.
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.
In March 1970, Jane Roe, a single woman residing in Dallas County, Texas, instituted a federal action against the District Attorney of the county. She sought a declaratory judgment that the Texas criminal abortion statutes were unconstitutional on their face. She also sought an injunction restraining enforcement of the statutes. Roe alleged that she was unmarried and pregnant. She wished to terminate her pregnancy by an abortion performed by a competent licensed physician under safe clinical conditions. She was unable to obtain a legal abortion in Texas because her life did not appear to be threatened by continuation of the pregnancy. She could not afford to travel to another jurisdiction to secure a legal abortion. James Hubert Hallford, a licensed physician, sought and was granted leave to intervene in Roe's action. In his complaint he alleged that he had been arrested previously for violations of the Texas abortion statutes. Two such prosecutions were pending against him in the Criminal District Court of Dallas County. He described conditions of patients who came to him seeking abortions. He claimed that for many cases he was unable to determine whether they fell within or outside the exception recognized by Article 1196 of the Texas Penal Code. John and Mary Doe, a married couple, filed a companion complaint also naming the District Attorney as defendant. The Does alleged that they were a childless couple. Mrs. Doe was suffering from a neural-chemical disorder. Her physician had advised her to avoid pregnancy until her condition materially improved. She had discontinued use of birth control pills pursuant to medical advice. If she should become pregnant she would want to terminate the pregnancy by an abortion performed by a competent licensed physician under safe clinical conditions. The two actions were consolidated and heard together by a duly convened three-judge district court for the Northern District of Texas. Upon the filing of affidavits, motions were made for dismissal and for summary judgment. The court held that Roe and members of her class and Dr. Hallford had standing to sue and presented justiciable controversies. The Does had failed to allege facts sufficient to state a present controversy and did not have standing. It concluded that the Texas criminal abortion statutes were void on their face. The court dismissed the Does' complaint while denying injunctive relief. The plaintiffs Roe and Doe and the intervenor Hallford appealed to the Supreme Court from that part of the District Court's judgment denying the injunction. The defendant District Attorney cross-appealed from the grant of declaratory relief. Both sides also took protective appeals to the United States Court of Appeals for the Fifth Circuit. That court ordered the appeals held in abeyance pending decision by the Supreme Court.
View caseAction 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…