Legal Definitions - extraordinary majority

An extraordinary majority, also known as a supermajority, refers to a voting requirement that is higher than a simple majority (more than half of the votes cast). Instead of needing just 50% plus one vote, an extraordinary majority typically requires a larger proportion, such as two-thirds (66.7%), three-fifths (60%), or even three-quarters (75%) of the votes. This higher threshold is often mandated for decisions of significant importance, such as amending a constitution, overriding a veto, or approving major corporate actions, to ensure broader consensus and prevent a simple majority from making fundamental changes without substantial support.

Here are some examples illustrating an extraordinary majority:

• Constitutional Amendment: Imagine a country's constitution requires that any proposed amendment must be approved by two-thirds of the votes in both houses of its legislature. If a new amendment is proposed to change the term limits for elected officials, it would need significantly more than a simple majority to pass. For instance, if there are 100 members in one house, a simple majority would be 51 votes, but an extraordinary majority of two-thirds would require at least 67 votes. This ensures that fundamental changes to the nation's governing document have widespread political support rather than being enacted by a slim majority.

• Corporate Merger Approval: A large publicly traded company is considering merging with another corporation. Its corporate bylaws state that any merger or acquisition must be approved by a three-quarters (75%) vote of its board of directors. If the board has 12 members, a simple majority would be 7 votes. However, to meet the extraordinary majority requirement, at least 9 of the 12 directors must vote in favor of the merger. This high threshold is put in place to ensure that such a significant strategic decision, which could fundamentally alter the company's future, has overwhelming support from its leadership.

• Homeowners' Association Rule Change: A homeowners' association (HOA) has a rule that any change to the community's architectural guidelines (e.g., rules about house colors, fence types) requires a three-fifths (60%) vote of all property owners. If there are 200 homes in the community, a simple majority would be 101 votes. However, to change an architectural guideline, at least 120 property owners (60% of 200) must vote in favor. This extraordinary majority ensures that significant aesthetic or structural changes affecting the entire community are not easily made and reflect a strong consensus among residents.