§ 7-1.2-802 - Number and election of directors.
SECTION 7-1.2-802
§ 7-1.2-802 Number and election ofdirectors. – The board of directors of a corporation consists of one or more members. Thenumber of directors is fixed by, or in the manner provided in, the articles ofincorporation or the bylaws. The number of directors may be increased ordecreased from time to time by amendment to, or in the manner provided in, thearticles of incorporation or the bylaws, but no decrease has the effect ofshortening the term of any incumbent director. If the articles of incorporationprovide for the election of directors in the manner specified in subsection (d)of § 7-1.2-708, the number of directors may not be decreased unlessapproved by the shareholders with less than the number of shares previouslyentitled to elect one director voting against the decrease. Initial directorshold office until the first annual meeting of shareholders, and until theirsuccessors have been elected and qualified. At the first annual meeting ofshareholders and at each subsequent annual meeting, the shareholders shallelect directors to hold office until the next succeeding annual meeting, exceptin the case of the classification of directors as permitted by this chapter.Each director holds office for the term for which he or she is elected anduntil his or her successor has been elected and qualified. Any director mayresign at any time upon notice given in writing to the corporation.