N.D. Cent. Code § 10-19.1-58
This is the official text of N.D. Cent. Code § 10-19.1-58, part of North Dakota’s Cent. Code — part of the compiled statutory law of North Dakota, published by the state as "Cent. Code." Browse the sections below, each linked to its official government source.
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10-19.1-58. Resignation, removal, and vacancies for officers
Official statutory text
10-19.1-58. Resignation, removal, and vacancies for officers
1. An officer may resign at any time by giving written notice to the corporation. The
resignation is effective without acceptance when the notice is given to the corporation,
unless a later effective date is specified in the notice.
2. With respect to removal:
a. Except as otherwise provided in the articles and bylaws, an officer may be
removed at any time, with or without cause, by a resolution approved by the
affirmative vote of a majority of the directors present, subject to the provisions of
a shareholder control agreement.
b. An officer appointed by the president also may be removed at any time, with or
without cause, by the president.
c. To the extent authorized in the articles, the bylaws, or a resolution approved by
the affirmative vote of a majority of the directors present, the president may
remove an officer elected or appointed by the board, other than the treasurer.
d. The articles or the bylaws may provide other manners of removing an officer.
e. A removal as described in this subsection is without prejudice to any contractual
rights of the officer.
3. A vacancy in an office because of death, resignation, removal, disqualification, or other
cause may, or in the case of the president or treasurer must, be filled for the unexpired
portion of the term in the manner provided in the articles or bylaws, or determined by
the board, or pursuant to section 10-19.1-56.
1. An officer may resign at any time by giving written notice to the corporation. The
resignation is effective without acceptance when the notice is given to the corporation,
unless a later effective date is specified in the notice.
2. With respect to removal:
a. Except as otherwise provided in the articles and bylaws, an officer may be
removed at any time, with or without cause, by a resolution approved by the
affirmative vote of a majority of the directors present, subject to the provisions of
a shareholder control agreement.
b. An officer appointed by the president also may be removed at any time, with or
without cause, by the president.
c. To the extent authorized in the articles, the bylaws, or a resolution approved by
the affirmative vote of a majority of the directors present, the president may
remove an officer elected or appointed by the board, other than the treasurer.
d. The articles or the bylaws may provide other manners of removing an officer.
e. A removal as described in this subsection is without prejudice to any contractual
rights of the officer.
3. A vacancy in an office because of death, resignation, removal, disqualification, or other
cause may, or in the case of the president or treasurer must, be filled for the unexpired
portion of the term in the manner provided in the articles or bylaws, or determined by
the board, or pursuant to section 10-19.1-56.
Status: in_force · Read it on the official government site
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