N.Y. BSC Law § 1001

§ 1001. Authorization of dissolution.\n (a) A corporation may be dissolved under this article. Such\ndissolution shall be authorized at a meeting of shareholders by (i) for\ncorporations the certificate of incorporation of which expressly\nprovides such or corporations incorporated after the effective date of\nparagraph (b) of this section, a majority of the votes of all\noutstanding shares entitled to vote thereon or (ii) for other\ncorporations, two-thirds of the votes of all outstanding shares entitled\nto vote thereon, except, in either case, as otherwise provided under\nsection 1002 (Dissolution under provision in certificate of\nincorporation).\n (b) Any corporation may adopt an amendment of the certificate of\nincorporation providing that such dissolution shall be authorized at a\nmeeting of shareholders by a specified proportion of votes of all\noutstanding shares entitled to vote thereon, provided that such\nproportion may not be less than a majority.\n