Unless the articles of incorporation provide otherwise, every shareholder is entitled to one vote for every share in his name in the corporate records (15 Pa. (a) Shareholder approval not required.--Unless otherwise provided in the articles of incorporation, a corporation may issue shares without first offering them to shareholders of any class. (g)Bearer shares prohibited. --A business corporation may not issue share certificates in bearer form. Below, we've provided you a general reference list of corporate actions that require Board approval, stockholder approval, or both. So in Section 364, a plan of division does not require shareholder approval if the requirements of 364 are met.