2010 Pennsylvania Code
Title 15 - CORPORATIONS AND UNINCORPORATED ASSOCIATIONS
Chapter 57 - Officers, Directors and Members
5726 - Removal of directors.

     § 5726.  Removal of directors.
        (a)  By the members.--Unless otherwise provided in a bylaw
     adopted by the members, the entire board of directors, or a
     class of the board, where the board is classified with respect
     to the power to select directors, or any individual director,
     may be removed from office without assigning any cause by the
     vote of members entitled to cast at least a majority of the
     votes which all members present would be entitled to cast at any
     annual or other regular election of the directors or of such
     class of directors. In case the board or such a class of the
     board or any one or more directors are so removed, new directors
     may be elected at the same meeting. If members are entitled to
     vote cumulatively for the board or a class of the board, no
     individual director shall be removed unless the entire board or
     class of the board is removed in case sufficient votes are cast
     against the resolution for his removal, which, if cumulatively
     voted at an annual or other regular election of directors, would
     be sufficient to elect one or more directors to the board or to
     the class.
        (b)  By the board.--Unless otherwise provided in a bylaw
     adopted by the members, the board of directors may declare
     vacant the office of a director if he is declared of unsound
     mind by an order of court or is convicted of felony, or for any
     other proper cause which the bylaws may specify, or if, within
     60 days, or such other time as the bylaws may specify, after
     notice of his selection, he does not accept such office either
     in writing or by attending a meeting of the board of directors,
     and fulfill such other requirements of qualification as the
     bylaws may specify.
        (c)  By the court.--The court may, upon petition of any
     member or director, remove from office any director in case of
     fraudulent or dishonest acts, or gross abuse of authority or
     discretion with reference to the corporation, or for any other
     proper cause, and may bar from office any director so removed
     for a period prescribed by the court. The corporation shall be
     made a party to such action.

        Cross References.  Section 5726 is referred to in section
     5504 of this title.