New York Laws
Title 6 - Stockholders
6016 - Greater Requirement as to Quorum and Vote of Stockholders.

(a) That the proportion of shares, or the proportion of shares of any
class or series thereof, the holders of which shall be present in person
or by proxy at any meeting of stockholders in order to constitute a
quorum for the transaction of any business or of any specified item of
business, including amendments to the organization certificate, shall be
greater than the proportion prescribed by this chapter in the absence of
such provision.
(b) That the proportion of votes of the holders of shares, or of the
holders of shares of any class or series thereof, that shall be
necessary at any meeting of stockholders for the transaction of any
business or of any specified item of business, including amendments to
the organization certificate, shall be greater than the proportion
prescribed by this chapter in the absence of such provision.
2. An amendment of the organization certificate which adds a provision
permitted by this section or which changes or strikes out such a
provision, shall be authorized at a meeting of stockholders by vote of
the holders of two-thirds of all outstanding shares entitled to vote
thereon, or of such greater proportion of shares or class or series of
shares, as may be provided specifically in the organization certificate
for adding, changing or striking out a provision permitted by this
section.
3. If the organization certificate of any corporation contains a
provision authorized by this section, the existence of such provision
shall be noted conspicuously on the face or back of every certificate
for shares issued by such corporation.