48-239-102 - Qualifications and election.
48-239-102. Qualifications and election.
(a) Natural Person. Governors must be natural persons. The method of election and any additional qualifications for governors may be imposed by or in the manner provided in the articles or operating agreement.
(b) Nonresident. Unless the articles or operating agreement provides otherwise, a governor need not be a resident of this state or a member of the LLC.
(c) Governor Other Than a Natural Person. Except for members, all governors shall be natural persons. In the event an entity that is a member is elected governor, the entity shall exercise its duties and authority by such officer or agent as the bylaws or equivalent of such entity may prescribe or, in the absence of such a provision, as the board of directors, board of governors or equivalent of such entity may determine. The secretary of the LLC shall be provided with written directions as to whom the designated natural person is that is to function on behalf of the entity. This designation may be changed from time to time. The LLC may rely upon the representations of such officer or agent as to the authority unless such authority is questioned.
(d) Deemed Resignation of a Governor Other Than a Natural Person. In the event a governor, other than a natural person, bankrupts or dissolves, such governor is deemed to have immediately resigned as a governor.
[Acts 1994, ch. 868, § 1; 1995, ch. 403, § 54.]