US Laws, Codes, Statutes & Cases

 
  § 713. Officers.
    (a)  The  board  may  elect  or  appoint  a  president,  one  or  more
  vice-presidents, a secretary and a treasurer, and such other officers as
  it may determine, or as may be provided in the by-laws.  These  officers
  may  be  designated  by  such alternate titles as may be provided in the
  certificate of incorporation or the by-laws. Any two or more offices may
  be held by  the  same  person,  except  the  offices  of  president  and
  secretary, or the offices corresponding thereto.
    (b)  The  certificate  of  incorporation  or  a  by-law adopted by the
  members may provide that all officers or that specified  officers  shall
  be  elected  by the members instead of by the board, or it may authorize
  the president to appoint the other officers, or some of them, subject to
  approval by the board.
    (c) Each officer shall hold office  for  the  term  for  which  he  is
  elected  or  appointed,  and  until  his  successor  has been elected or
  appointed and qualified. Unless otherwise provided in the certificate of
  incorporation or the by-laws, all officers shall be elected or appointed
  annually.
    (d) The certificate of incorporation or the by-laws may  provide  that
  any  one or more officers shall be ex-officio members of the board, with
  voting rights unless specified otherwise.
    (e) All officers as between themselves and the corporation shall  have
  such  authority  and  perform  such  duties  in  the  management  of the
  corporation as may be provided in the by-laws or, to the extent  not  so
  provided,  by  the  board.  The  board  may  require any officer to give
  security for the faithful performance of his duties.