[§414-303]  Bylaw increasing quorum or
voting requirement for directors.  (a)  A bylaw that fixes a greater quorum
or voting requirement for the board of directors may be amended or repealed:



(1)  If originally adopted by the shareholders, only
by the shareholders;



(2)  If originally adopted by the board of directors,
either by the shareholders or by the board of directors.



(b)  A bylaw adopted or amended by the
shareholders that fixes a greater quorum or voting requirement for the board of
directors may provide that it may be amended or repealed only by a specified
vote of either the shareholders or the board of directors.



(c)  Action by the board of directors under
subsection (a)(2) to adopt or amend a bylaw that changes the quorum or voting
requirement for the board of directors must meet the same quorum requirement
and be adopted by the same vote required to take action under the quorum and
voting requirement then in effect or proposed to be adopted, whichever is
greater. [L 2000, c 244, pt of §1]