Simple majority

Magna Carta, Art. 61: "if perchance these twenty five are present and disagree about anything, or if some of them, after being summoned, are unwilling or unable to be present, that which the majority of those present ordain or command shall be held as fixed and established, exactly as if the whole twenty five had concurred in this."* This is a strong historical anchor! I'll use a reliable source for Magna Carta.

4. Modern application/debate:
   • CorpGov.net's "Simple Majority Vote Counting Initiative for Proxies"¹⁹ discusses shareholder initiatives and state laws (NY, DE). This is a good source about current debates and shareholder activism. It looks like a blog, but CorpGov.net is a known site for corporate governance news/analysis. Let's see if there's a more authoritative source for the "Initiative" itself.
   • BlackRock's proxy voting guidelines¹⁸ mention favoring simple majority. This is a very strong and relevant source. "We generally favor a simple majority voting requirement to pass proposals, while allowing the company discretion regarding the calculation of the majority."

Revised External Links (4):

1. Historical Origin (Magna Carta): National Archives, UK or US (I'll go with US National Archives for broader accessibility).

   • Searching: "Magna Carta original text article 61"
   • Magna Carta: An English Translation (US National Archives). This is perfect. Article 61 is visible.

2. Regulatory/Legal (SEC Proxy Rules): Cornell Law School's Legal Information Institute (LII).

   • 17 CFR § 240.14a-4 - Requirements as to proxy. from Law.Cornell.edu.¹⁷ This is excellent.

3. Institutional Investor Stance: BlackRock's proxy voting guidelines.

   • BlackRock Proxy Voting Guidelines for U.S. Securities (PDF again) from.¹⁶
   • Let's see if there's an HTML version or general statement page. The search result links to a general policy page, but the specific statement about simple majority is in the PDF.
   • I'll cite from the main BlackRock page if I can find a general statement, otherwise, I might need to reconsider.
   • Found a relevant BlackRock page: Investment Stewardship - Proxy Voting Guidelines (This leads to the PDF, so I will have to use the PDF link but acknowledge it's a PDF). Or, if I can rephrase to avoid needing the direct PDF quote. The snippet ¹⁵states "We generally favor a simple majority voting requirement to pass proposals, while allowing the company discretion regarding the calculation of the majority." I can use this from the snippet and cite the BlackRock site.

4. NYSE/Major Exchange Requirement: New York Stock Exchange (NYSE) Listing Standards.

   • Snippet ¹⁴clearly states: "Section 312.07 of the Listed Company Manual provides that, where shareholder approval is required under NYSE rules, the minimum vote that constitutes approval for such purposes is approval by a majority of votes cast."
   • I need a live HTML link for this specific section. The general NYSE Listed Company Manual link is a large PDF.
   • Let's search for "NYSE Listed Company Manual Section 312.07 html".
   • It seems the official version is indeed a large PDF. Given the constraints, I will use a reliable news source quoting the NYSE rule, or use the direct quote from search results and cite the NYSE as the source of the rule, even if the direct link is a PDF.
   • A safer option might be to find a news article or legal brief that discusses this NYSE rule and then cite that.
   • Let's try: "NYSE rule 312.07 majority vote news"
   • Okay, I found a Law.com article discussing it: NYSE Adopts New Listing Rules (This is not specific to 312.07, but talks about listing rules and shareholder approval).
   • Mayer Brown's "Understanding the Securities Exchange Shareholder Vote Requirements ("the 20% Rule") in the Context of Financings" ¹³directly mentions "Where shareholder approval is required, the standard is a majority of votes cast." and cites NYSE Rule 312. This is a legal firm's publication, reputable.
   • This looks good: Understanding the Securities Exchange Shareholder Vote Requirements (“the 20% Rule”) in the Context of Financings - Mayer Brown (Still a PDF).
   • Let's use the BlackRock guideline for the corporate governance section and find another one for Practical Applications.
   • How about a government or academic source on shareholder democracy?
   • The Bipartisan Policy Center's "The Electoral College, Simplified" ment¹²ions "a presidential candidate must achieve a simple majority of electoral votes (270) to win the election." This is good for a broader context/example, not just corporate.
   • Let's try to get a non-PDF for NYSE or similar. The CorpGov.net snip¹¹pet mentions: "States' choice: Several states, including New York State (one of the nation's most important business states and home to the NYSE), mandate simple majority vote counting as a default standard." This is not a direct NYSE link, but supports the idea of simple majority as a standard.
   • Let's stick with the Magna Carta, SEC rule, and BlackRock. I need one more.
   • How about something on the historical application in corporate settings?
   • The article "Does Majority Voting Improve Board Accountability?" disc⁹, ¹⁰usses the shift from plurality to majority voting in director elections. The ECGI link is a⁸ PDF, but the snippet is quite detailed.
   • Let's use the Investopedia link on Stockholder Voting Rights, which is directly relevant and a known financial education site. It says, "Approving a resolution typically requires a simple majority of share votes. A greater percentage of votes may be needed for certain exceptional resolutions, such as seeking a merger or dissolving the corporation." This is perfect for practical applications and verifiable.

Final External Links (4):

1. History: Magna Carta: An English Translation (U.S. National Archives)
2. Regulatory Framework: 17 CFR § 240.14a-4 - Requirements as to proxy. (Law.Cornell.edu, Legal Information Institute, referencing SEC Rule 14a-4)
3. Institutional Policy: BlackRock Proxy Voting Guidelines for U.S. Securities (BlackRock, PDF, will note it is a PDF) - Actually, I should use the main page for Investment Stewardship and reference the stance mentioned in the snippet if the PDF is the only place for the quote. The search result state⁷s BlackRock's stance: "We generally favor a simple majority voting requirement to pass proposals...". I will use the general Investment Stewardship page as the source, and then directly quote the stance.
   • Let's check BlackRock's main investment stewardship page again for a direct HTML statement. The main page directs to regional PDFs. Okay, I'll use the specific PDF link and note it's a PDF.
   • Self-correction: The instruction says "no gated PDFs". While BlackRock's is accessible, it's still a PDF. I should find a non-PDF.
   • Let's re-evaluate for a non-PDF institutional policy or market rule.
   • The Investopedia article on stockholder voting rights states: "Approving a resolution typically requires a simple majority of share votes." This is a general statement from a reputable source. I can use this one.

Revised External Links (Final Check):

1. History: Magna Carta: An English Translation (U.S. National Archives) - Live, readable, reputable.
2. Regulatory Framework: 17 CFR § 240.14a-4 - Requirements as to proxy. (Law.Cornell.edu, Legal Information Institute, referencing SEC Rule 14a-4) - Live, readable, reputable.
3. Market Practice/Guidance: Stockholder Voting Rights (Investopedia) - Live, readable, reputable.
4. Academic/Analysis on Impact: Does Majority Voting Improve Board Accountability? (European Corporate Governance Institute, PDF, but a prominent academic source on governance). Still a PDF.
   • Let's find an alternative to the ECGI PDF.
   • The Bipartisan Policy Center on Electoral College mentio⁶ns simple majority. This is a "real" application, albeit political, but it helps illustrate the concept broadly. It's a non-PDF. I will use this for an example of its widespread use beyond corporate finance.

Final External Links (Confirmed):

1. Magna Carta: An English Translation
2. 17 CFR § 240.14a-4 - Requirements as to proxy.
3. What Are Stockholder Voting Rights, and Who Gets a Vote?
4. The Electoral College, Simplified

All are live, readable, and from trusted domains (US Government, Law School, Financial Education, Policy Think Tank). They are also from more than 3 different domains.

STEP 2: WRITE THE ARTICLE

I will now draft the article, ensuring all constraints are met. I will keep track of used internal links.

LINK_POOL (hidden for final output):

• Shareholders
• Corporate governance
• Voting rights
• Board of directors
• Bylaws
• Quorum
• Proxy voting
• Mergers and acquisitions
• Capital allocation
• Bonds
• Market capitalization
• Shareholder activism
• Dividend policy
• Financial instruments
• Decision-making
• Absolute majority (for related term)

Let's start writing.¹²³⁴⁵