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Introduction to the Law of Corporations: Cases and Materials

DGCL Sec. 216 - Quorum and required votes

For any stockholder meeting to be a valid meeting, there must be sufficient representation of the corporation's underlying stockholder base. Quorum requirements exist to ensure that when a corporation's stockholders meet they are sufficiently representative such that their votes reflect the will of the stockholders as a whole.

This ยง216 also sets out the default rules for voting for directors.