哪位仁兄，仁姐幫助解答一個關於公司法律的問題

In the shareholders' agreement of my company (we don't have bylaws), there is a clause,

"All decisions regarding management of the corporation will be made by a vote of 70% of shares held by shareholders".

There are two differnet interpretation of this sentence,

A). Some people understand it as there has to be 70% of total shares vote in favor a decision in order to pass a decision.

B). Some other people interpret it as at least 70% of shares have to come to a meeting to vote and majority among these shares will win. For example, if 69% of shares vote, it won't be valid. if 70% shares vote, more than half of it, 36% of shares can decide.

In short, the original sentence is,

"Decision be made by a vote of 70% of shares."

it is equivalent to,

"70% of shares vote to make decision".

I can gather 61% of vote. I hope the cluase to be interpreted as option B).

如何理解這個條款，請賜教!

所有跟帖： 

• 回複：哪位仁兄，仁姐幫助解答一個關於公司法律的問題 -寶安- ♂ (26 bytes) () 09/23/2011 postreply 19:42:55

• 70% of shares have to be at the voting meeting to vote -秋色滿院- ♀ (74 bytes) () 09/27/2011 postreply 17:18:16