B. On application of a shareholder who signed a demand for a special meeting valid under section 702 if:

(1) Notice of the special meeting was not given within 30 days after the date the demand was delivered to the corporation's secretary corporation clerk; or

(2) The special meeting was not held in accordance with the notice required by section 705, subsection 3.

Sec. B-60. 13-C MRSA §723, sub-§5, as enacted by PL 2001, c. 640, Pt. A, §2 and affected by Pt. B, §7, is amended to read:

5. Death or incapacity of shareholder. The death or incapacity of a shareholder who appointed a proxy does not affect the right of a corporation to accept the proxy's authority unless notice of the death or incapacity is received by the secretary clerk or other an officer or agent authorized to tabulate votes before the proxy exercises the proxy's authority under the appointment.

Sec. B-61. 13-C MRSA §727, sub-§1, as enacted by PL 2001, c. 640, Pt. A, §2 and affected by Pt. B, §7, is amended to read:

1. Quorum. Shares entitled to vote as a separate voting group may take action on a matter at a meeting only if a quorum of those shares exists with respect to that matter. Unless the corporation's articles of incorporation or this Act provides otherwise for a greater or lesser quorum, a majority of the votes entitled to be cast on the matter by the voting group constitutes a quorum of that voting group for action on that matter. A quorum may not consist of less than 1/3 of the shares of a voting group entitled to vote on a matter.

Sec. B-62. 13-C MRSA §731, sub-§3, as enacted by PL 2001, c. 640, Pt. A, §2 and affected by Pt. B, §7, is amended to read:

3. Clerk; officer; employee. An inspector may be the clerk or an officer or employee of the corporation.

Sec. B-63. 13-C MRSA §743, sub-§2, as enacted by PL 2001, c. 640, Pt. A, §2 and affected by Pt. B, §7, is amended to read:

2. Requirements for shareholder agreement. An agreement authorized by this section must comply with each of the following paragraphs.