16-6a-805. Terms of directors generally.

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(a)The bylaws may specify the terms of directors.

(b)In the absence of any term specified in the bylaws, the term of each director shall be one year.

(c)Unless otherwise provided in the bylaws, directors may be elected for successive terms.

(2)Unless otherwise provided in the bylaws, the terms of the initial directors of a nonprofit corporation expire at the first meeting at which directors are elected or appointed.

(3)A decrease in the number of directors or in the term of office does not shorten an incumbent director's term.

(4)Unless otherwise provided in the bylaws, the term of a director filling a vacancy expires at the end of the unexpired term that the director is filling, except that if a director is elected to fill a vacancy created by reason of an increase in the number of directors, the term of the director shall expire on the later of:

(a)the next meeting at which directors are elected; or

(b)the term, if any, designated for the director at the time of the creation of the position being filled.

(5)Unless otherwise provided in the bylaws, despite the expiration of a director's term, a director continues to serve until:

(a)the director's successor is elected, appointed, or designated and qualifies; or

(b)there is a decrease in the number of directors.

(6)A director whose term has expired may deliver to the division for filing a statement to that effect pursuant to Section 16-6a-1608 .

Amended by Chapter 127 , 2001 General Session