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the Kentucky Revised Statutes
2006 Kentucky Revised Statutes - .030 Number and election of directors.
271B.8-030 Number and election of directors. (1) A board of
directors shall consist of one (1) or more individuals, with the
number specified in or fixed in accordance with the articles of
incorporation or bylaws. (2) If a board of directors has power to
fix or change the number of directors, the board may increase or
decrease by thirty percent (30%) or less the number of directors
last approved by the shareholders, but only the shareholders may
increase or decrease by more than thirty percent (30%) the number
of directors last approved by the shareholders. (3) The articles of
incorporation or bylaws may establish a variable range for the size
of the board of directors by fixing a minimum and maximum number of
directors. If a variable range is established, the number of
directors may be fixed or changed from time to time, within the
minimum and maximum, by the shareholders or the board of directors.
After shares are issued, only the shareholders may change the range
for the size of the board or change from a fixed to a
variable-range size board or vice versa. (4) Directors shall be
elected at the first annual shareholders' meeting and at each
annual meeting thereafter unless their terms are staggered under
KRS 271B.8-060. Effective: January 1, 1989 History:
Created 1988 Ky. Acts ch. 23, sec. 70, effective January 1, 1989.
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