ways to vote:
1.  meeting (notice)
2.  by proxy (counted as “present” for quorum)
a.  regular proxies are revocable; they expire after 11 mos. default
b.  irrevocable proxies coupled with an interest:
i.    proxy holder is a pledgee (using share as collateral for loan, etc)
ii.   proxy holder has purchased, will purchase or has an option to purchase shares
iii.  designated “interested” by SH agreement
3.  telephone conf. call
4.  written consent of SHs
a.  unanimous consent
b.  AOI can allow things to be voted on w/o unanimous consent