ALBERT C. RITCHIE, GOVERNOR. 737

called thereon shall be overdue and unpaid. Notwithstanding
any provision of law requiring any action to be taken or au-
thorized by the affirmative vote of the holders of a majority or
other designated proportion of the shares or of the shares of
each class, or by the affirmative vote of a majority or other
designated proportion of the members, or to be otherwise taken
or authorized by vote of the stockholders or members of any
corporation, such action shall be effective and valid if taken or
authorized by such vote of its stockholders or members as may
be required for such action by its charter; but in the case of
corporations having capital stock, the requisite number of
affirmative votes shall not in any case be less than a majority
in number of the aggregate number of votes to which the hold-
ers of all of the shares of each class, outstanding and entitled
to vote thereon shall be entitled, except in cases in which the
law authorizes such action to be taken or authorized by a less

vote; and in the case of corporations having no capital stock,
the requisite number of affirmative votes shall not in any case
be less than a majority of all the votes thereon to which all
of the members, present in person of by proxy, at a duly con-
stituted meeting, shall be entitled, except in cases in which the
law authorizes such action to be taken or authorized by a less
vote. Stockholders or members may vote either in person or
by proxy, but no proxy which is dated more than three months
before the meeting at which it is offered shall be accepted, un-
less such proxy shall, on its face, name a longer period for
which it is to remain in force.

24. Every corporation of this State, heretofore or here-
after incorporated, may from time to time and in the manner
hereinafter provided, amend its charter and thereby accom-
plish any one or more of the following objects: The addition
to or diminution of the corporate purposes and powers, or the
substitution of other purposes and powers in whole or in part
for those set forth in the charter; the changing of the cor-
porate business; the changing of the corporate name; the
changing of the location of the principal office; the increasing
of the authorized capital stock by increasing the number of
shares thereof and the classification, if desired, of such in-
crease; the decreasing of the authorized but unissued capital
stock by reducing the number of shares thereof; the changing
of the number and/or par value of shares of the captial stock
or of any class thereof, provided that the total amount of out-
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