California Corporations Code 7521 – A corporation with 500 or more members may provide that, except for …
A corporation with 500 or more members may provide that, except for directors who are elected as authorized by Section 7152 or 7153, and except as provided in Section 7522, any person who is qualified to be elected to the board of directors of the corporation may be nominated:
(a) By any method authorized by the bylaws, or if no method is set forth in the bylaws by any method authorized by the board.
Terms Used In California Corporations Code 7521
- 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.
- directors: means natural persons, designated in the articles or bylaws or elected by the incorporators, and their successors and natural persons designated, elected, or appointed by any other name or title to act as members of the governing body of the corporation. See California Corporations Code 5047
- Person: includes a corporation as well as a natural person. See California Corporations Code 18
(b) By petition delivered to an officer of the corporation, signed within 11 months preceding the next time directors will be elected, by members representing the following number of votes:
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Number of Votes Eligible |
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to be Cast for Director |
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Disregarding any Provision |
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for Cumulative Voting |
Number of Votes |
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Under 5,000 …………………… |
2 percent of voting power |
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5,000 or more …………………… |
one-twentieth of 1 percent of |
This subdivision does not apply to a corporation described in subdivision (c).
(c) In corporations with one million or more members engaged primarily in the business of retail merchandising of consumer goods, by petition delivered to an officer of the corporation, signed within 11 months preceding the next time directors will be elected, by such reasonable number of members as is set forth in the bylaws, or if no number is set forth in the bylaws, by such reasonable number of members as is determined by the directors.
(d) If there is a meeting to elect directors, by any member present at the meeting in person or by proxy if proxies are permitted.
(Amended by Stats. 1996, Ch. 589, Sec. 31. Effective January 1, 1997.)