31A-5-409. Selection and removal of directors and officers of mutuals.

292 words·~1 min read·/ut/title-31a/chapter-5/31a-5-409

A research copy — for the controlling text, always check the official state or federal source. Not legal advice.

(1)The articles or bylaws of a mutual shall state:

(a)the number of directors of the mutual including the directors that are:

(i)appointed as public directors under this Subsection

(1)and Subsection

(2); or

(ii)elected under Subsection

(3);

(b)the number of directors of the mutual that may be appointed as public directors; and

(c)the plan that specifies the manner in which:

(i)a public director is to be appointed; and

(ii)a director who is not a public director is to be elected.

(a)The plan for the appointment of public directors specified in Subsection

(1)shall assure true public representation on the board.

(b)A person appointed as a public director shall have insurance business or other business or professional experience that qualifies that person to serve responsibly and impartially as a director.

(c)A public director may be an uncompensated member of the board of directors.

(d)Notwithstanding Subsection (2)(c) , a public director shall meet the qualifications of Subsection (2)(b) .

(a)A director who is not a public director shall be elected by:

(i)the policyholders; or

(ii)voting members.

(b)If the directors who are not public directors are divided into classes, one class shall be elected:

(i)at least every four years; and

(ii)for a term not exceeding six years.

(4)A director may be removed from office for cause by an affirmative vote of a majority of the full board at a meeting of the board called for that purpose.

(5)Subject to Subsections

(1)through

(4), Section 16-6a-810 applies to vacancies on the governing board.

Amended by Chapter 308 , 2002 General Session