Majority in number and value determines passage of creditors' meeting resolutions, with specified valuation rules in court winding up. Majority in number and value of creditors present personally or by proxy and voting determines passage of a creditors' meeting resolution; in a court winding up a creditor's value for a first meeting or a meeting under section 464 is the lesser of the company books' entry and the amount in the creditor's proof, and for other meetings is the value for which the creditor has proved the debt or claim.