In Zion v. Kurtz (50 NY2d 92 [1980], rearg denied 50 NY2d 1060 [1980]), the Court of Appeals held that, when all stockholders of a Delaware corporation agree that "no 'business or activities' of the corporation shall be conducted without the consent of a minority stockholder, the agreement is, as between the original parties to it, enforceable even though all formal steps required by the statute have not been taken" . (Id. at 96). In so holding, the Court of Appeals found that, because there were no intervening rights of third persons, the agreement did not require anything not permitted by statute, and all of the stockholders gave their assent, the certificate of incorporation could be ordered reformed, by requiring the filing of the appropriate amendments (Id. at 102).