Vermont Code § 11 V.S.A. § 1010

Vacancies on board of directors
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§ 1010. Vacancies on board of directors
When a vacancy on the board of directors occurs other than by expiration of term,
the remaining members of the board shall fill the vacancy by a majority vote, unless
the bylaws provide for an election of directors by districts. In such a case, the
board of directors shall immediately call a special meeting of the members, or stockholders,
to fill the vacancy in the district where it exists.

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