A director may resign at any time by giving a written notice of resignation to the board of directors, the board’s chair, or the corporation‘s secretary.
Terms Used In Utah Code 16-10a-807
Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
Deliver: includes delivery by mail or another means of transmission authorized by Section 16-10a-103, except that delivery to the division means actual receipt by the division. See Utah Code 16-10a-102
Division: means the Division of Corporations and Commercial Code. See Utah Code 16-10a-102
Receive: when used in reference to receipt of a writing or other document by a domestic or foreign corporation, means the writing or other document is actually received by:
(a)
the corporation at its:
(i)
registered office in this state; or
(ii)
principal office;
(b)
the secretary of the corporation, wherever the secretary is found; or
(c)
another person authorized by the bylaws or the board of directors to receive the writing or other document, wherever that person is found. See Utah Code 16-10a-102
Secretary: means the corporate officer to whom the bylaws or the board of directors delegates responsibility under Subsection 16-10a-830(3) for:
(a)
the preparation and maintenance of:
(i)
minutes of the meetings of the board of directors and of the shareholders; and
(ii)
the other records and information required to be kept by the corporation by Section 16-10a-830; and
A resignation of a director is effective when the notice is received by the corporation unless the notice specifies a later effective date or an effective date determined by the happening of an event.
(b)
A notice of resignation that is conditioned upon failing to receive a specified vote for election as a director may provide that it is irrevocable.
(3)
A director who resigns may deliver to the division for filing a statement of the director’s resignation pursuant to Section 16-10a-1608.
