§ 7-1.2-804 - Vacancies.
SECTION 7-1.2-804
§ 7-1.2-804 Vacancies. – Any vacancy occurring in the board of directors may be filled by theaffirmative vote of a majority of the remaining directors though less than aquorum of the board of directors. A director elected to fill a vacancy iselected for the unexpired term of his or her predecessor in office. Anydirectorship to be filled by reason of an increase in the number of directorsmay be filled by the board of directors for a term of office continuing onlyuntil the next election of directors by the shareholders. If at any time, byreason of death, resignation or other cause, a corporation should have nodirectors in office, then any officer or any shareholder or an executor,administrator, trustee or guardian of a shareholder, or other fiduciaryentrusted with like responsibility for the person or estate of a shareholder,may call a special meeting of shareholders in accordance with the provisions ofthe articles of incorporation or the bylaws, or may apply to the superior courtfor a decree summarily ordering a meeting for the purposes of conducting anelection.