This text of Iowa § 490.805 (Terms of directors generally) is published on Counsel Stack Legal Research, covering Iowa primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.
1. The terms of the initial directors of a corporation expire at the first shareholders’
meeting at which directors are elected.
2. a. The terms of all other directors expire at the next, or if their terms are staggered
in accordance with section 490.806, at the applicable second or third, annual shareholders’
meeting following their election.
b. Paragraph “a” does not apply in any of the following circumstances:
(1)To the extent provided in section 490.1022 if a bylaw electing to be governed by that
section is in effect.
(2)A shorter term is specified in the articles of incorporation in the event of a director
nominee failing to receive a specified vote for election.
3. A decrease in the number of directors does not shorten an incumbent director’s term.
4. Thetermofadirectorelectedtofil
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1. The terms of the initial directors of a corporation expire at the first shareholders’
meeting at which directors are elected.
2. a. The terms of all other directors expire at the next, or if their terms are staggered
in accordance with section 490.806, at the applicable second or third, annual shareholders’
meeting following their election.
b. Paragraph “a” does not apply in any of the following circumstances:
(1) To the extent provided in section 490.1022 if a bylaw electing to be governed by that
section is in effect.
(2) A shorter term is specified in the articles of incorporation in the event of a director
nominee failing to receive a specified vote for election.
3. A decrease in the number of directors does not shorten an incumbent director’s term.
4. Thetermofadirectorelectedtofillavacancyexpiresatthenextshareholders’meeting
at which directors are elected.
5. Excepttotheextentotherwiseprovidedinthearticlesofincorporationorundersection
490.1022, if a bylaw electing to be governed by that section is in effect, despite the expiration
of a director’s term, the director continues to serve until the director’s successor is elected
and qualifies or there is a decrease in the number of directors.