2020 Colorado Revised Statutes
Title 7 - Corporations And Associations
Article 128. Directors and Officers
Section 7-128-104. Election, appointment, and designation of directors.
(1) All directors except the initial directors shall be elected, appointed, or designated as provided in the bylaws. If no method of election, appointment, or designation is stated in the bylaws, the directors other than the initial directors shall be elected as follows:
If the nonprofit corporation has voting members, all directors except the initial directors shall be elected by the voting members at each annual meeting of the voting members; and
If the nonprofit corporation does not have voting members, all directors except theinitial directors shall be elected by the board of directors.
The bylaws may authorize the election of all or a stated number or portion of directors, except the initial directors, by the members of one or more voting groups of voting members or by the directors of one or more authorized classes of directors. A class of voting members or directors entitled to elect one or more directors is a separate voting group for purposes of the election of directors.
The bylaws may authorize the appointment of one or more directors by such personor persons, or by the holder of such office or position, as the bylaws shall state.
For purposes of articles 121 to 137 of this title, designation occurs when the bylawsname an individual as a director or designate the holder of some office or position as a director.
Source: L. 97: Entire article added, p. 688, § 3, effective July 1, 1998. L. 2003: IP(1), (2), and (3) amended, p. 2340, § 300, effective July 1, 2004.
