(1)  As used in this section, “director” includes a trustee or other board member.

Terms Used In Utah Code 63E-2-105

  • 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.
  • Fiduciary: A trustee, executor, or administrator.
  • Independent corporation: means a corporation incorporated in accordance with Chapter 2, Independent Corporations Act. See Utah Code 63E-1-102
  • Process: means a writ or summons issued in the course of a judicial proceeding. See Utah Code 68-3-12.5
  • Quorum: The number of legislators that must be present to do business.
  • Statute: A law passed by a legislature.
  • Trustee: A person or institution holding and administering property in trust.
(2)  Each independent corporation shall be governed by a board of directors.

(3)  The authorizing statute of each independent corporation shall specify:

(a)  the process for appointing, removing, and replacing directors;

(b)  the number and terms of office for directors;

(c)  the board chair selection procedure;

(d)  board quorum requirements;

(e)  director qualifications; and

(f)  the duties and fiduciary responsibilities of directors.

Enacted by Chapter 201, 2001 General Session