Title 14A, Title 14A: CORPORATIONS, GENERAL

14A:6-13. Liability of directors; presumption of assent to action taken at a meeting A director of a corporation who is present at a meeting of its board, or any committee thereof of which he is a member, at which action on any corporate matter referred to in section 14A:6-12 is …

14A:6-14. Liability of directors; reliance on records and reports Liability of directors; reliance on records and reports. (1) Directors and members of any committee designated by the board shall discharge their duties in good faith and with that degree of diligence, care and ski…

14A:6-15. Officers (1) The officers of a corporation shall consist of a president, a secretary, a treasurer, and, if desired, a chairman of the board, one or more vice presidents, and such other officers as may be prescribed by the by-laws. Unless otherwise provided in the by-law…

14A:6-16. Removal and resignation of officers; filling of vacancies (1) Any officer elected by the board may be removed by the board with or without cause. An officer elected by the shareholders may be removed, with or without cause, only by vote of the shareholders but his autho…

14A:6-17. Bonds; facsimile signatures and seals The seal of the corporation and any or all signatures of the officers or other agents of the corporation upon a bond and any coupon attached thereto may be facsimiles if the bond is countersigned by an officer or other agent of a tr…

14A:6-2. Number of directors The board of directors of a corporation shall consist of one or more members. Subject to any provisions contained in the certificate of incorporation, the by-laws shall specify the number of directors, or that the number of directors shall not be less…

14A:6-3 Term of directors; resignation. 14A:6-3. Term of directors; resignation. (1) The directors named in the certificate of incorporation shall hold office until the first annual meeting of shareholders, and until their successors shall have been elected and qualified. At the …

14A:6-4. Classification of directors; restriction of right to choose directors (1) A corporation may provide in its certificate of incorporation for the classification of its directors in respect to the time for which they shall severally hold office, but no class of directors sh…

14A:6-5. Vacancies and newly created directorships (1) Unless otherwise provided in the certificate of incorporation or the by-laws, any directorship not filled at the annual meeting, any vacancy, however caused, occurring in the board, and newly created directorships resulting f…

14A:6-6. Removal of directors (1) One or more or all the directors of a corporation may be removed for cause or, unless otherwise provided in the certificate of incorporation, without cause by the shareholders by the affirmative vote of the majority of the votes cast by the holde…

14A:6-7.1 Directors' voting; quorum of board of directors and committees; action of board and committees; action of directors without a meeting. 14A:6-7.1. Directors' voting; quorum of board of directors and committees; action of board and committees; action of directors without …

14A:6-8. Director conflicts of interest (1) No contract or other transaction between a corporation and one or more of its directors, or between a corporation and any domestic or foreign corporation, firm or association of any type or kind in which one or more of its directors are…

14A:6-9. Executive committee; other committees (1) If the certificate of incorporation or the by-laws so provide, the board, by resolution adopted by a majority of the entire board, may appoint from among its members an executive committee and one or more other committees, each o…