Sec. 33-763. Officers.
Sec. 33-763. Officers. (a) A corporation has the offices described in its bylaws or
designated by the board of directors in accordance with the bylaws.
(b) The board of directors may elect individuals to fill one or more offices of the
corporation. An officer may appoint one or more officers if authorized by the bylaws
or the board of directors.
(c) The bylaws or the board of directors shall assign to one of the officers responsibility for preparing the minutes of the directors' and shareholders' meetings and for
maintaining and authenticating the records of the corporation required to be kept under
subsections (a) and (e) of section 33-945.
(d) The same individual may simultaneously hold more than one office in a corporation.
(P.A. 94-186, S. 102, 215; P.A. 01-199, S. 11.)
History: P.A. 94-186 effective January 1, 1997; P.A. 01-199 amended Subsec. (a) to replace "officers" with "offices"
and "appointed" with "designated", amended Subsec. (b) to add provision authorizing the board of directors to elect
individuals to fill one or more offices of the corporation, replace "A duly appointed officer" with "An officer" and delete
provision authorizing said officer to appoint "assistant officers" and amended Subsec. (c) to replace "delegate" with
"assign", add the responsibility of "maintaining" the records, make technical changes and specify that the corporate records
to be maintained and authenticated are those required to be kept under Sec. 33-945(a) and (e).
Annotations to former section 33-48:
An officer annually elected usually holds office until his successor is chosen. 6 C. 428; 9 C. 536; 80 C. 42; 81 C. 473.
Surety on bond of officer annually elected is liable only for acts or defaults within the year. 28 C. 387. The performance
of a ministerial duty by an officer may be enforced by mandamus. 65 C. 355. What determines authority of officer; apparent
authority and estoppel of corporation. 69 C. 573; 71 C. 669. Admissions of officers when admissible against corporation.
72 C. 130; 88 C. 415. Notice to officer as notice to corporation. 76 C. 476; 82 C. 508. General officers represent and, in
effect, are corporation. 79 C. 219; 85 C. 147. Contract signed by officers as contract of corporation. 85 C. 215; 88 C. 385.
Officers as trustees; jurisdiction of equity to restrain waste and mismanagement. 87 C. 656. When resignation of officer
takes effect. 88 C. 332. Officers of a corporation must be chosen in accordance with statutory method; effect of contract
by vice president to hire a person as secretary without vote of directors. 97 C. 652. Corporation not liable for negligence
of president in operating its automobile on his private business. 99 C. 720. Contract between president and corporation;
duty of president not to engage in secret competition with corporation. 102 C. 184. Cited. 141 C. 325.
Annotation to former section 33-319:
Cited. 150 C. 242.