(1) The shareholders may remove one or more directors with or without cause unless the articles of incorporation provide that directors may be removed only for cause.
If a director is elected by a voting group of shareholders, only the shareholders ofthat voting group may participate in the vote to remove that director.
A director may be removed only if the number of votes cast in favor of removalexceeds the number of votes cast against removal; except that, if cumulative voting is in effect, a director may not be removed if the number of votes sufficient to elect the director under cumulative voting is voted against such removal.
A director may be removed by the shareholders only at a meeting called for thepurpose of removing the director, and the meeting notice shall state that the purpose, or one of the purposes, of the meeting is removal of the director.
(Deleted by amendment, L. 2004, p. 1498, § 254, effective July 1, 2004.)
Source: L. 93: Entire article added, p. 780, § 1, effective July 1, 1994. L. 2000: (5) amended, p. 978, § 57, effective July 1. L. 2002: (5) amended, p. 1848, § 112, effective July 1; (5) amended, p. 1713, § 112, effective October 1. L. 2004: (4) and (5) amended, p. 1498, § 254, effective July 1.