North Dakota Code § 10-35-06

Board of directors
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1. The articles or bylaws of a publicly traded corporation may not fix a term for directors 
longer than one year.
2. The articles or bylaws of a publicly traded corporation may not stagger the terms of 
directors into groups whose terms end at different times.
3. The size of the board of a publicly traded corporation may not be changed at a time 
when:

a. The board has notice that there will be a contested election of directors at the 
next regular or special meeting of the shareholders; or
b. The shareholders do not have the right to nominate candidates for election at the 
next regular meeting of the shareholders under a provision of the articles or 
bylaws adopted pursuant to section 10-35-07.
4. The board of a publicly traded corporation must elect one of its members as the chair 
of the board who shall preside at meetings of the board and perform such other 
functions as may be provided in the articles or bylaws or by resolution of the board. 
The chair of the board may not serve as an executive officer of the corporation.

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