§ 12:1-802 — Qualifications of directors

§1-802. Qualifications of directors
A. The articles of incorporation or bylaws may prescribe qualifications for directors
or for nominees for director.
B. A requirement that is based on a past, current or prospective action, or expression
of an opinion, by a nominee or director that could limit the ability of a nominee or director
to discharge his or her duties as a director is not a permissible qualification under this
Section. Notwithstanding the foregoing, qualifications may include not being or having been
subject to specified criminal, civil or regulatory sanctions or not having been removed as a
director by judicial action or for cause.
C. A director need not be a resident of this state or a shareholder of the corporation
unless the articles of incorporation or bylaws so provide.
D. A qualification for nomination for director adopted before a person's nomination
shall apply to such person at the time of nomination. A qualification for nomination for
director adopted after a person's nomination shall not apply to such person with respect to
such nomination.
E. A qualification for director adopted before the start of a director's term may apply
only at the time an individual becomes a director or may apply during a director's term. A
qualification adopted during a director's term shall not apply to that director before the end
of that term.

Legislative History

Acts 2014, No. 328, §1, eff. Jan. 1, 2015; Acts 2016, No. 442, §1.