Directors and Officers

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This is Article 8 of the Code of Virginia, titled “Directors and Officers.” It is part of Chapter 10 “Virginia Nonstock Corporation Act”, which is part of Title 13.1 “Corporations”.

It’s comprised of the following 25 sections.

§ 13.1-853 Requirement for and duties of board of directors
§ 13.1-854 Qualification of directors
§ 13.1-855 Number and election of directors
§ 13.1-856 Election of directors by certain classes of members
§ 13.1-857 Terms of directors generally
§ 13.1-858 Staggered terms of directors
§ 13.1-859 Resignation of directors
§ 13.1-860 Removal of directors
§ 13.1-861 Judicial review of elections
§ 13.1-862 Vacancy on board of directors
§ 13.1-863 Compensation of directors
§ 13.1-864 Meetings of the board of directors
§ 13.1-865 Action without meeting of board of directors
§ 13.1-866 Notice of board of directors' meetings
§ 13.1-867 Waiver of notice by director
§ 13.1-868 Quorum and voting by directors
§ 13.1-869 Committees
§ 13.1-870 General standards of conduct for directors
§ 13.1-870.1 Limitation on liability of officers and directors; exception
§ 13.1-870.2 Limitation on liability of officers and directors; additional exception
§ 13.1-871 Director conflict of interests
§ 13.1-871.1 Business opportunities
§ 13.1-872 Required officers
§ 13.1-873 Duties of officers
§ 13.1-874 Resignation and removal of officers