9-1114.   Board of directors of bank or trust company;number;qualifications; election, date, notice; increase, when; vacancies; forfeitureof office;annual meeting.The business of any bank or trust company shall be managed and controlledby its board of directors and this shall include the authority to provide forbonuspayments, in addition to ordinary compensation for any or all of itsofficers and employees. The board shall consist of not lessthan five nor more than 25 members who shall be elected by the stockholders atany regular annualmeeting which shall be held on such date of each calendar year as the bank ortrust company mayspecify in its bylaws. If the date specified in the bylaws falls on a legalholiday, the meeting shall be held, and the directors elected, on the nextfollowing business day. If for any reason the election of directors is notmade on the day fixed, or in the event of a legal holiday, on the next businessday, an election may be held on any subsequent day within 60 days of the dayfixed, to be designated by the board of directors, or, if the directors fail tofix the day, by the shareholders representing 2/3 of the shares. In all cases,atleast 10 days' notice of the date for the annual meeting shall have been givenby first-class mail to the shareholders. If the number of directors elected isless than 25, the number ofdirectors may be increased so long as the total number does not exceed 25 andwhen the number is increased the first additional directors may beelected at a special meeting of the stockholders. The directors shall beelected in the manner provided in the general corporation code. Vacanciesin the board of directors may be filled in the manner provided in thegeneral corporation code. A majority of the directors shall be residents ofthis state. Any director of any bank or trust company who shall becomeindebted to such bank or trust company on any judgment or whose indebtednessis charged offor forgiven shall forfeit such person's position asdirector and suchvacancy shall be filled as provided by law.

      History:   L. 1947, ch. 102, § 43;L. 1957, ch. 73, § 1;L. 1959, ch. 59, § 1;L. 1975, ch. 44, § 19;L. 1976, ch. 57, § 1;L. 1983, ch. 46, § 3;L. 1989, ch. 48, § 27;L. 1997, ch. 59, § 1;L. 2000, ch. 106, § 4;L. 2002, ch. 7, § 1; July 1.