(a) A security that is the subject of an agreement or arrangement regarding an acquisition or that is acquired or to be acquired in violation of this chapter or a rule or order under this chapter may not be voted at a shareholders’ meeting or counted for quorum purposes. An action of shareholders requiring the affirmative vote of a percentage of shares may be taken as though the security was not outstanding.
(b) An action taken at a shareholders’ meeting is not invalidated by the voting of a security to which Subsection (a) applies unless:
(1) the action would materially affect control of the insurer; or
(2) a court of this state invalidates the action.