56-231.28 - Board of directors of cooperatives.
§ 56-231.28. Board of directors of cooperatives.
Each cooperative shall have a board of directors of five or more members,which board shall constitute the governing body of the cooperative. Onlymembers and the officers, directors or employees of any member shall beeligible for election to the board of directors. The directors, other thanthose named in the articles of incorporation, shall be elected annually bythe members entitled to vote, unless the bylaws provide that, in lieu ofelecting the whole number of directors annually, the directors shall bedivided into two, three or four classes at the first or any subsequent annualmeeting. If the bylaws so provide, each class shall be as nearly equal innumber as possible, with the term of office of one class to expire everyyear. If the number of classes changes, then the board of directors shallhave authority to determine how directors will be allocated among the newnumber of classes, provided that no director's term will exceed, withoutreelection, a number of years equal to the number of classes of directors.The board of directors shall have authority to fix the compensation ofdirectors. The directors shall elect annually from their own number apresident of the board or a chairman of the board; and one or morevice-presidents of the board, vice-chairmen of the board or both. They mayalso elect or appoint annually (i) a president of the cooperative, (ii) oneor more vice-presidents of the cooperative, (iii) a secretary, (iv) atreasurer, and (v) such other officers as the board deems necessary. Noperson shall hold any office unless that person is a director or employee ofthe cooperative. The offices of secretary and treasurer may be held by thesame person.
(1999, c. 874; 2000, cc. 944, 999.)