ORS 707.623
Modification of quorum or voting requirements

(1)

The articles of incorporation may provide for a lesser or greater quorum requirement for shareholders, or voting groups of shareholders, than is provided for by this chapter, but in no event shall a quorum for shareholders, or any voting group of shareholders, consist of less than one-third of the votes entitled to be cast on any matter by the shareholders or voting group of shareholders. The articles of incorporation may provide for a greater voting requirement for shareholders, or voting groups of shareholders, than is provided for by this chapter.

(2)

An amendment to the articles of incorporation that adds a greater quorum or voting requirement must meet the quorum requirement and be adopted by the vote and voting groups required to take action under the quorum and voting requirements then in effect. An amendment to the articles of incorporation that changes or deletes a greater quorum or voting requirement must meet the quorum requirement and be adopted by the vote and voting groups required to take action immediately prior to the change or deletion. [1989 c.324 §48; 1997 c.631 §87]

Source: Section 707.623 — Modification of quorum or voting requirements, https://www.­oregonlegislature.­gov/bills_laws/ors/ors707.­html (accessed May 26, 2025).

707.005
Organization required to engage in banking or trust business 707.007
Organization of Oregon bank as limited liability company 707.010
Certificate required to transact banking business 707.020
Violation of ORS 707.005 or 707.010 707.025
Organization of banking institution for purpose of merging with, acquiring assets of or assuming liabilities of financial institution 707.035
Conversion of trust company to Oregon bank 707.050
Initial paid-in capital requirement 707.070
Application for authority to organize banking institution 707.075
Banking institution name 707.080
Investigation and ruling on application 707.090
Refusal to file articles of incorporation or grant charter after approval of application 707.100
Time for submitting articles of incorporation 707.110
Execution and submission of articles of incorporation 707.120
Issuance of certificate of incorporation when filings conform to law 707.140
Submission of organization information 707.145
Grounds for refusing authority to organize 707.150
Refusal of authority to organize 707.155
Authority to require additional investigatory information 707.160
Transaction of business prior to organization 707.170
Effective date of charter 707.180
Location of principal place of business 707.182
Registered agent 707.184
Changes in registered office or agent 707.186
Resignation of registered agent 707.188
Service of process on institution or Oregon stock savings bank 707.195
Offering documents for sale of stock 707.200
Payments by subscribers of full amount of stock subscriptions 707.210
Stock issuance after obtaining charter 707.220
Stock record 707.230
Transfer of stock 707.242
Bylaws 707.244
Amendment of articles of incorporation 707.246
Manner of amending articles of incorporation 707.248
Shareholders authorized to vote on amendment to articles of incorporation 707.250
Execution of amendments to articles of incorporation 707.252
Filing of amended articles of incorporation 707.254
Effective date of amended articles of incorporation 707.256
Restated articles of incorporation 707.258
Terms of class of shares or series within class determined by board of directors 707.260
Fractional shares 707.262
Share options 707.266
Expenses of organization or issue of shares 707.268
Restrictions on redemption of shares 707.270
Effect of redemption of shares 707.272
Paid-in capital 707.350
Payment prior to issuance of certificate of stock 707.380
Limitation on dividends 707.400
Suspension of payment of dividends 707.410
Record of dividends declared 707.415
Report of dividends declared 707.610
Annual and special stockholder meetings 707.611
Notice of meeting 707.612
Action without meeting 707.613
Shareholder waiver of notice 707.615
Record date 707.617
Shareholders list for meeting 707.619
Voting entitlement of shares 707.620
Special stockholder meeting called by director 707.621
Quorum 707.623
Modification of quorum or voting requirements 707.625
Exemption from personal liability for good faith acts or omissions in compliance with statute, rule or order 707.642
Organizational meeting of directors 707.644
Committees of board of directors 707.646
Staggered terms for directors 707.648
Removal of directors by shareholders 707.660
General standards for directors 707.665
General standards for officers 707.670
Regular meetings of directors 707.675
Report of loans and investments 707.680
Special board meetings called by director 707.690
Filling director vacancy 707.700
Selection and control of officers by directors 707.705
Investigation of new director, president and chief executive officer 707.710
Removal of officer or director 707.720
Violation of law or omission of duty by officer or director 707.730
Official communications from Department of Consumer and Business Services 707.735
Officers and directors to notify law enforcement officers of certain criminal violations 707.740
Examining or audit committee 707.744
Definitions for ORS 707.744 to 707.764 707.746
Authority to indemnify directors 707.748
Mandatory indemnification 707.752
Advance for expenses 707.754
Court-ordered indemnification 707.756
Determination and authorization of indemnification 707.758
Indemnification of officers, employees and agents 707.762
Insurance 707.764
Application of ORS 707.744 to 707.762

Current through early 2026

§ 707.623. Modification of quorum or voting requirements's source at oregon​.gov