(1) Unless the articles or bylaws otherwise provide, a vacancy on the board of directors must be filled:
Within a reasonable time by majority vote of the remaining directors, until the nextannual members meeting or a special meeting of members is called to fill the vacancy; and
For the balance of the unexpired term by members at the next annual members meeting or a special meeting of members called to fill the vacancy.
(2) Unless the articles or bylaws otherwise provide, if a vacating director was elected or appointed by a class of members or a district:
The new director must be of that class or district; and
The selection of the director for the unexpired term must be conducted in the samemanner as would the selection for that position without a vacancy.
(3) If a member appointed a vacating director, the articles or bylaws may provide for that member to appoint a director to fill the vacancy.
Source: L. 2011: Entire article added, (SB 11-191), ch. 197, p. 793, § 1, effective April 2, 2012.