Appointed Director Term of Office

APPOINTED DIRECTOR
TERM OF OFFICE

Unless the articles or bylaws otherwise provide, a director appointed to fill a vacant seat holds office until the expiration of the term of the seat for which he/she is appointed and until a successor has been elected and qualified. Corp. Code §7220(b) If a person elected to a 2-year term on the board, resigns 3 months into the term and a replacement director is appointed, the appointed director remains in office for the remainder of the 2-year term.

Most bylaws contain language similar to that found in the Corporations Code. However, sometimes bylaws will require appointed directors to stand for election at the next annual meeting. Following is an example of such language:

. . . a person so appointed shall be a director until a successor is elected at the next annual meeting of the association.

Updated by ADAMS KESSLER 8/21/2007