Based on my readings... the yes vote has to clear two hurdles. The first is that at least 50% of the voters who cast a vote must vote yes. So if only four holders actually register votes – say you and two of your two friends and FIL – and FIL vote yes but you and your friends vote no then the yes votes have failed at the first hurdle and the proposal is rejected.
But if one of your friends drops out, and
@sponge_ turns up instead to vote yes, then it's two against two and the yes vote has cleared the 50% hurdle for the number of voters.
Now it comes down to the number of shares and I suspect that FIL and sponge between them are going to swamp your no votes with a massive 90% yes.