reglab/housing_qa huggingface dataset:
UT Code § 16-6a-806 (2021)
2021 Utah Code|Title 16 - Corporations|Chapter 6a - Utah Revised Nonprofit Corporation Act|Part 8 - Directors and Officers|Section 806 - Staggered terms for directors.

16-6a-806. Staggered terms for directors.    (1) The bylaws may provide for staggering the terms of directors by dividing the total number of directors into any number of groups.     (2) The terms of office of the several groups permitted under Subsection (1) need not be uniform.    Enacted by Chapter 300, 2000 General Session
UT Code § 16-6a-807 (2021)
2021 Utah Code|Title 16 - Corporations|Chapter 6a - Utah Revised Nonprofit Corporation Act|Part 8 - Directors and Officers|Section 807 - Resignation of directors.

 Effective 5/12/2015  16-6a-807. Resignation of directors.    (1) A director may resign at any time by giving written notice of resignation to the board's chair, the nonprofit corporation's secretary, or as otherwise provided in the bylaws.     (2) A resignation of a director is effective when the notice is received by the nonprofit corporation unless the notice specifies a later effective date.     (3) A director who resigns may deliver to the division for filing a statement that the director resigns pursuant to Section 16-6a-1608.     (4) The failure to attend or meet obligations shall be effective as a resignation at the time of the board of director's vote to confirm the failure if:   (a) at the beginning of a director's term on the board, the bylaws provide that a director may be considered to have resigned for failing to:   (i) attend a specified number of board meetings; or     (ii) meet other specified obligations of directors; and       (b) the failure to attend or meet obligations is confirmed by an affirmative vote of the board of directors.      Amended by Chapter 240, 2015 General Session
UT Code § 16-6a-808 (2021)
2021 Utah Code|Title 16 - Corporations|Chapter 6a - Utah Revised Nonprofit Corporation Act|Part 8 - Directors and Officers|Section 808 - Removal of directors.

 Effective 5/12/2015  16-6a-808. Removal of directors.    (1) Directors elected by voting members or directors may be removed as provided in Subsections (1)(a) through (f).   (a) The voting members may remove one or more directors elected by them with or without cause unless the bylaws provide that directors may be removed only for cause.     (b) If a director is elected by a voting group, only that voting group may participate in the vote to remove that director.     (c) Unless otherwise provided in the bylaws, a director may be removed:   (i) when the director is elected by the voting members, only if a majority of the voting members votes to remove the director; or     (ii) when the director is elected by a voting group, only if a majority of the voting group votes to remove the director.       (d) A director elected by voting members may be removed by the voting members only:   (i) at a meeting called for the purpose of removing that director; and     (ii) if the meeting notice states that the purpose, or one of the purposes, of the meeting is removal of the director.       (e) An entire board of directors may be removed under Subsections (1)(a) through (d).     (f)   (i) Except as provided in Subsection (1)(f)(ii), a director elected by the board of directors may be removed with or without cause by the vote of a majority of the directors then in office or such greater number as is set forth in the bylaws.     (ii) A director elected by the board of directors to fill the vacancy of a director elected by the voting members may be removed without cause by the voting members but not the board of directors.       (g) A director who is removed pursuant to this section may deliver to the division for filing a statement to that effect pursuant to Section 16-6a-1608.       (2) Unless otherwise provided in the bylaws:   (a) an appointed director may be removed without cause by the person appointing the director;     (b) the person described in Subsection (2)(a) shall remove the director by giving written notice of the removal to:   (i) the director; and     (ii) the nonprofit corporation; and       (c) unless the written notice described in Subsection (2)(b) specifies a future effective date, a removal is effective when the notice is received by both:   (i) the director to be removed; and     (ii) the nonprofit corporation.         (3) A designated director, as provided in Subsection 16-6a-804(5), may be removed by an amendment to the bylaws deleting or changing the designation.     (4) Removal of a director under this section is not affected by Subsection 16-6a-805(5).    Amended by Chapter 240, 2015 General Session
UT Code § 16-6a-809 (2021)
2021 Utah Code|Title 16 - Corporations|Chapter 6a - Utah Revised Nonprofit Corporation Act|Part 8 - Directors and Officers|Section 809 - Removal of directors by judicial proceeding.

16-6a-809. Removal of directors by judicial proceeding.    (1)   (a) The applicable court may remove a director in a proceeding commenced either by the nonprofit corporation or by voting members holding at least 10% of the votes entitled to be cast in the election of the director's successor if the court finds that:   (i) the director engaged in:   (A) fraudulent or dishonest conduct; or     (B) gross abuse of authority or discretion with respect to the nonprofit corporation; or       (ii)   (A) a final judgment has been entered finding that the director has violated a duty set forth in Section 16-6a-822; and     (B) removal is in the best interests of the nonprofit corporation.         (b) For purposes of this Subsection (1), the applicable court is the:   (i) district court of the county in this state where a nonprofit corporation's principal office is located; or     (ii) if the nonprofit corporation has no principal office in this state:   (A) the district court of the county in which its registered office is located; or     (B) if the nonprofit corporation has no registered office, the district court for Salt Lake County.           (2) The court that removes a director may bar the director for a period prescribed by the court from:   (a) reelection;     (b) reappointment; or     (c) designation.       (3) If voting members commence a proceeding under Subsection (1), the voting members shall make the nonprofit corporation a party defendant.     (4) A director who is removed pursuant to this section may deliver to the division for filing a statement to that effect pursuant to Section 16-6a-1608.    Amended by Chapter 9, 2001 General SessionAmended by Chapter 127, 2001 General Session
UT Code § 16-6a-810 (2021)
2021 Utah Code|Title 16 - Corporations|Chapter 6a - Utah Revised Nonprofit Corporation Act|Part 8 - Directors and Officers|Section 810 - Vacancy on board.

16-6a-810. Vacancy on board.    (1) Unless otherwise provided in the bylaws, if a vacancy occurs on a board of directors, including a vacancy resulting from an increase in the number of directors:   (a) the voting members, if any, may fill the vacancy;     (b) the board of directors may fill the vacancy; or     (c) if the directors remaining in office constitute fewer than a quorum of the board of directors, the remaining directors may fill the vacancy by the affirmative vote of a majority of all the directors remaining in office.       (2) Notwithstanding Subsection (1), unless otherwise provided in the bylaws, if the vacant office was held by a director elected by a voting group of voting members:   (a) if one or more of the remaining directors were elected by the same voting group of voting members:   (i) only the directors elected by the same voting group of voting members are entitled to vote to fill the vacancy if it is filled by directors; and     (ii) the directors elected by the same voting group of voting members may fill the vacancy by the affirmative vote of a majority of the directors remaining in office; and       (b) only that voting group is entitled to vote to fill the vacancy if it is filled by the voting members.       (3) Notwithstanding Subsection (1) and unless otherwise provided in the bylaws, only the directors elected by the same voting group of directors are entitled to vote to fill the vacancy if:   (a) the vacant office was held by a director elected by a voting group of directors; and     (b) any persons in that voting group remain as directors.       (4) Unless otherwise provided in the bylaws, if a vacant office was held by an appointed director, only the person who appointed the director may fill the vacancy.     (5)   (a) If a vacant office was held by a designated director, as provided in Subsection 16-6a-804(5), the vacancy shall be filled as provided in the bylaws.     (b) In the absence of an applicable bylaw provision, the vacancy may not be filled by the board.       (6) A vacancy that will occur at a specific later date by reason of a resignation effective at a later date under Subsection 16-6a-807(2) or otherwise, may be filled before the vacancy occurs, but the new director may not take office until the vacancy occurs.    Enacted by Chapter 300, 2000 General Session
UT Code § 16-6a-811 (2021)
2021 Utah Code|Title 16 - Corporations|Chapter 6a - Utah Revised Nonprofit Corporation Act|Part 8 - Directors and Officers|Section 811 - Compensation of directors.

16-6a-811. Compensation of directors.  Unless otherwise provided in the bylaws, the board of directors may authorize and fix the compensation of directors.  Enacted by Chapter 300, 2000 General Session
UT Code § 16-6a-812 (2021)
2021 Utah Code|Title 16 - Corporations|Chapter 6a - Utah Revised Nonprofit Corporation Act|Part 8 - Directors and Officers|Section 812 - Meetings.

16-6a-812. Meetings.    (1) Unless the bylaws eliminate the requirement for holding an annual meeting, a nonprofit corporation that does not have voting members shall hold a meeting of the directors annually:   (a) at a time and date stated in or fixed in accordance with the bylaws; or     (b) if a time and date is not stated in or fixed in accordance with the bylaws, at a time and date stated in or fixed in accordance with a resolution of the board of directors.       (2) The board of directors may hold regular or special meetings in or out of this state.     (3)   (a) Unless otherwise provided in the bylaws, the board of directors may permit any director to participate in a meeting by, or conduct the meeting through the use of, any means of communication by which all directors participating may hear each other during the meeting.     (b) A director participating in a meeting by a means permitted under Subsection (2) is considered to be present in person at the meeting.       (4) The failure to hold an annual or regular meeting at the time and date determined pursuant to Subsection (1) or (2) does not:   (a) affect the validity of any corporate action; or     (b) result in forfeiture or dissolution of the nonprofit corporation.      Amended by Chapter 228, 2006 General Session
UT Code § 16-6a-814 (2021)
2021 Utah Code|Title 16 - Corporations|Chapter 6a - Utah Revised Nonprofit Corporation Act|Part 8 - Directors and Officers|Section 814 - Notice of meeting.

 Effective 5/12/2015  16-6a-814. Notice of meeting.    (1)   (a) A nonprofit corporation shall give to each director entitled to vote at an annual meeting notice of the annual meeting consistent with the nonprofit corporation's bylaws in a fair and reasonable manner.     (b) Any notice that conforms to the requirements of Subsection (1)(c) is fair and reasonable, but other means of giving notice may also be fair and reasonable when all the circumstances are considered.     (c) Notice under Subsection (1)(a) is fair and reasonable if the nonprofit corporation notifies each director of the place, date, and time of the annual meeting:   (i) no fewer than 10 days before the meeting, unless otherwise provided by the bylaws;     (ii) if notice is mailed by other than first-class or registered mail, no fewer than 30 days, nor more than 60 days before the meeting date; and     (iii) if notice is given:   (A) by newspaper as provided in Subsection 16-6a-103(2)(b)(i)(A), by publication three separate times with:   (I) the first of the publications no more than 60 days before the meeting date; and     (II) the last of the publications no fewer than 10 days before the meeting date; and       (B)   (I) as provided in Subsection 16-6a-103(2)(b)(i)(B); and     (II) for 60 days before the meeting date.             (2) Unless otherwise provided in this chapter or in the bylaws, regular meetings of the board of directors may be held without notice of the date, time, place, or purpose of the meeting.     (3)   (a) Unless the bylaws provide for a longer or shorter period, special meetings of the board of directors shall be preceded by at least two days notice of the date, time, and place of the meeting.     (b) The notice required by Subsection (3)(a) need not describe the purpose of the special meeting unless otherwise required by this chapter or the bylaws.      Amended by Chapter 240, 2015 General Session
UT Code § 16-6a-815 (2021)
2021 Utah Code|Title 16 - Corporations|Chapter 6a - Utah Revised Nonprofit Corporation Act|Part 8 - Directors and Officers|Section 815 - Waiver of notice.

 Effective 5/12/2015  16-6a-815. Waiver of notice.    (1)   (a) A director may waive any notice of a meeting before or after the time and date of the meeting stated in the notice.     (b) Except as provided by Subsection (2), the waiver shall be:   (i) in writing;     (ii) signed by the director entitled to the notice; and     (iii) delivered to the nonprofit corporation for filing with the corporate records.       (c) A waiver satisfies the requirements of Subsection (1)(b) if communicated by electronic transmission.     (d) The delivery and filing required by Subsection (1)(b) may not be conditions of the effectiveness of the waiver.       (2) A director's attendance at or participation in a meeting waives any required notice to that director of the meeting unless:   (a)   (i) at the beginning of the meeting or promptly upon the director's later arrival, the director objects to holding the meeting or transacting business at the meeting because of lack of notice or defective notice; and     (ii) after objecting, the director does not vote for or assent to action taken at the meeting; or       (b) if special notice was required of a particular purpose pursuant to Subsection 16-6a-814(3):   (i) the director objects to transacting business with respect to the purpose for which the special notice was required; and     (ii) after objecting, the director does not vote for or assent to action taken at the meeting with respect to the purpose.        Amended by Chapter 240, 2015 General Session
UT Code § 16-6a-818 (2021)
2021 Utah Code|Title 16 - Corporations|Chapter 6a - Utah Revised Nonprofit Corporation Act|Part 8 - Directors and Officers|Section 818 - Officers.

16-6a-818. Officers.    (1)   (a) A nonprofit corporation shall have the officers designated:   (i) in its bylaws; or     (ii) by the board of directors in a manner not inconsistent with the bylaws.       (b) An officer shall be:   (i) a natural person; and     (ii) 18 years of age or older.       (c) An officer need not be a director or a member of the nonprofit corporation, unless the bylaws so prescribe.       (2)   (a) An officer may be appointed by the board of directors or in such other manner as the board of directors or bylaws may provide.     (b) An appointed officer may appoint one or more officers or assistant officers if authorized by:   (i) the bylaws; or     (ii) the board of directors.         (3) The bylaws or the board of directors shall delegate to the secretary or to one or more other persons responsibility for:   (a) the preparation and maintenance of:   (i) minutes of the directors' and members' meetings; and     (ii) other records and information required to be kept by the nonprofit corporation under Section 16-6a-1601; and       (b) authenticating records of the nonprofit corporation.       (4) The same individual may simultaneously hold more than one office in a nonprofit corporation.    Enacted by Chapter 300, 2000 General Session
UT Code § 16-6a-819 (2021)
2021 Utah Code|Title 16 - Corporations|Chapter 6a - Utah Revised Nonprofit Corporation Act|Part 8 - Directors and Officers|Section 819 - Duties of officers.

16-6a-819. Duties of officers.  Each officer shall have the authority and shall perform the duties set forth with respect to the office:  (1) in the bylaws; or     (2) to the extent not inconsistent with the bylaws, prescribed with respect to the office by:   (a) the board of directors; or     (b) an officer authorized by the board of directors.      Enacted by Chapter 300, 2000 General Session
UT Code § 16-6a-820 (2021)
2021 Utah Code|Title 16 - Corporations|Chapter 6a - Utah Revised Nonprofit Corporation Act|Part 8 - Directors and Officers|Section 820 - Resignation and removal of officers.

16-6a-820. Resignation and removal of officers.    (1) An officer may resign at any time by giving written notice of resignation to the nonprofit corporation.     (2) A resignation of an officer is effective when the notice is received by the nonprofit corporation unless the notice specifies a later effective date.     (3) If a resignation is made effective at a later date, the board of directors may:   (a)   (i) permit the officer to remain in office until the effective date; and     (ii) fill the pending vacancy before the effective date if the successor does not take office until the effective date; or       (b)   (i) remove the officer at any time before the effective date; and     (ii) fill the vacancy created by the removal.         (4)   (a) Unless otherwise provided in the bylaws, the board of directors may remove any officer at any time with or without cause.     (b) The bylaws or the board of directors may make provisions for the removal of officers by:   (i) other officers; or     (ii) the voting members.         (5) An officer who resigns, is removed, or whose appointment has expired may deliver to the division for filing a statement to that effect pursuant to Section 16-6a-1608.    Enacted by Chapter 300, 2000 General Session
UT Code § 16-6a-821 (2021)
2021 Utah Code|Title 16 - Corporations|Chapter 6a - Utah Revised Nonprofit Corporation Act|Part 8 - Directors and Officers|Section 821 - Contract rights with respect to officers.

16-6a-821. Contract rights with respect to officers.    (1) The appointment of an officer does not itself create contract rights.     (2)   (a) An officer's removal does not affect the officer's contract rights, if any, with the nonprofit corporation.     (b) An officer's resignation does not affect the nonprofit corporation's contract rights, if any, with the officer.      Enacted by Chapter 300, 2000 General Session
UT Code § 16-6a-823 (2021)
2021 Utah Code|Title 16 - Corporations|Chapter 6a - Utah Revised Nonprofit Corporation Act|Part 8 - Directors and Officers|Section 823 - Limitation of liability of directors.

16-6a-823. Limitation of liability of directors.    (1)   (a) Except as provided in Subsection (1)(b), a nonprofit corporation may eliminate or limit the liability of a director to the nonprofit corporation or to its members for monetary damages for any action taken or any failure to take any action as a director, if:   (i) so provided in:   (A) the articles of incorporation;     (B) the bylaws; or     (C) a resolution; and       (ii) to the extent permitted in Subsection (3).       (b) Subsection (1)(a) does not permit a nonprofit corporation from eliminating or limiting the liability of a director for:   (i) the amount of a financial benefit received by a director to which the director is not entitled;     (ii) an intentional infliction of harm on:   (A) the nonprofit corporation; or     (B) the members of a nonprofit corporation;       (iii) an intentional violation of criminal law; or     (iv) a violation of Section 16-6a-824.         (2) A provision authorized under this section may not eliminate or limit the liability of a director for any act or omission occurring prior to the date when the provision becomes effective.     (3) Any provision authorized under this section to be included in the articles of incorporation may be adopted in the bylaws or by resolution, but only if the provision is approved by the same percentage of members of each voting group as would be required to approve an amendment to the articles of incorporation including the provision.     (4) Any foreign nonprofit corporation authorized to transact business in this state, except as otherwise provided by law, may adopt any provision authorized under this section.    Amended by Chapter 386, 2009 General Session
UT Code § 16-6a-824 (2021)
2021 Utah Code|Title 16 - Corporations|Chapter 6a - Utah Revised Nonprofit Corporation Act|Part 8 - Directors and Officers|Section 824 - Liability of directors for unlawful distributions.

16-6a-824. Liability of directors for unlawful distributions.    (1)   (a) A director who votes for or assents to a distribution made in violation of Section 16-6a-1301 or the articles of incorporation is personally liable to the nonprofit corporation for the amount of the distribution that exceeds what could have been distributed without violating Section 16-6a-1301 or the articles of incorporation, if it is established that the director's duties were not performed in compliance with Section 16-6a-822.     (b) In any proceeding commenced under this section, a director has all of the defenses ordinarily available to a director.       (2) A director held liable under Subsection (1) for an unlawful distribution is entitled to contribution:   (a) from every other director who could be held liable under Subsection (1) for the unlawful distribution; and     (b) from each member who accepted the distribution knowing the distribution was made in violation of Section 16-6a-1301 or the articles of incorporation.       (3) The amount of the contribution from each member under Subsection (2)(b) is the amount of the distribution to the member multiplied by the percentage of the amount of distribution to all members that exceeded what could have been distributed to members without violating Section 16-6a-1301 or the articles of incorporation.    Amended by Chapter 197, 2002 General Session
UT Code § 16-6a-826 (2021)
2021 Utah Code|Title 16 - Corporations|Chapter 6a - Utah Revised Nonprofit Corporation Act|Part 8 - Directors and Officers|Section 826 - Common members, directors, or officers.

16-6a-826. Common members, directors, or officers.    (1) Two or more nonprofit corporations may have members, directors, or officers that are common to each nonprofit corporation.     (2) The fact of common members, directors, or officers in two or more nonprofit corporations may not, by itself, create an inference that the nonprofit corporations individually or collectively:   (a) are agents or alter egos of one another; or     (b) have been formed or availed of, for an improper purpose.       (3) The doctrine of "piercing the corporate veil" may not be applied to one or more nonprofit corporations solely because of the fact of common members, directors, or officers.    Amended by Chapter 127, 2001 General Session