Utah Revised Nonprofit Corporation Act
Utah Code Title 16, Chapter 6a
Click here for the current Nonprofit Corporation Act.
The below is not updated with new changes to the law after 2018!
16-6a-804. Election, appointment,
and designation of directors.
(1) (a) All directors except the initial directors shall be
elected, appointed, or designated as provided in the bylaws.
(b) If no method of election, appointment, or
designation is set forth in the bylaws, the directors other than the initial
directors shall be elected as follows:
(i) if the
nonprofit corporation has voting members, all directors except the initial
directors shall be elected by the voting members at each annual meeting of the
voting members; and
(ii) if
the nonprofit corporation does not have voting members, all directors except
the initial directors shall be elected by the board of directors.
(2) (a) The bylaws may authorize the election of all or a
specified number or portion of directors, except the initial directors, by:
(i) the
members of one or more voting groups of voting members; or
(ii) the
directors of one or more authorized classes of directors.
(b) A class of voting members or directors entitled to
elect one or more directors is a separate voting group for purposes of the
election of directors.
(3) The bylaws may authorize the appointment of one or more
directors by one or more persons, or by the holder of the office or position,
as the bylaws shall specify.
(4) The bylaws may provide for election of directors by
voting members or delegates:
(a) on the basis of chapter or other organizational
unit;
(b) by region or other geographic unit;
(c) by preferential voting; or
(d) by any other reasonable method.
(5) For purposes of this chapter, designation occurs when
the bylaws:
(a) name an individual as a director; or
(b) designate the holder of some office or position as
a director.
Enacted by Chapter 300, 2000 General Session