Nevada Code § 78.330

Directors: Election; terms; classification; voting power
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1. Unless elected pursuant to NRS 78.320 , or unless the articles of
incorporation or the bylaws require more than a plurality of the votes cast,
directors of every corporation must be elected at the annual meeting of the
stockholders by a plurality of the votes cast at the election. Unless otherwise
provided in this chapter or in the bylaws, the board of directors has the authority
to set the date, time and place for the annual meeting of the stockholders. If
for any reason directors are not elected pursuant to NRS 78.320 or at the annual meeting of the
stockholders, they may be elected at any special meeting of the stockholders
which is called and held for that purpose. Unless otherwise provided in the
articles of incorporation or bylaws, each director holds office after the
expiration of his or her term until a successor is elected and qualified, or
until the director resigns or is removed.
2. The articles of incorporation or the
bylaws may provide for the classification of directors as to the duration of
their respective terms of office or as to their election by one or more
authorized classes or series of shares, but at least one-fourth in number of
the directors of every corporation must be elected annually. If an amendment
reclassifying the directors would otherwise increase the term of a director,
unless the amendment is to the articles of incorporation and otherwise
provides, the term of each incumbent director on the effective date of the
amendment terminates on the date it would have terminated had there been no
reclassification.
3. The articles of incorporation may
provide that the voting power of individual directors or classes of directors
may be greater than or less than that of any other individual directors or
classes of directors, and the different voting powers may be stated in the
articles of incorporation or may be dependent upon any fact or event that may
be ascertained outside the articles of incorporation if the manner in which the
fact or event may operate on those voting powers is stated in the articles of
incorporation. If the articles of incorporation provide that any directors may
have voting power greater than or less than other directors, every reference in
this chapter to a majority or other proportion of directors shall be deemed to
refer to a majority or other proportion of the voting power of all of the
directors or classes of directors, as may be required by the articles of
incorporation.

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