31A-5-409. Selection and removal of directors and officers of mutuals.
(1) The articles or bylaws of a mutual shall state: the number of directors of the mutual including the directors that are: appointed as public directors under this Subsectionand Subsection; or (1) (2) elected under Subsection; (3) the number of directors of the mutual that may be appointed as public directors; and the plan that specifies the manner in which: a public director is to be appointed; and a director who is not a public director is to be elected.
(2) The plan for the appointment of public directors specified in Subsectionshall assure true public representation on the board. (1) A person appointed as a public director shall have insurance business or other business or professional experience that qualifies that person to serve responsibly and impartially as a director. A public director may be an uncompensated member of the board of directors. Notwithstanding Subsection, a public director shall meet the qualifications of Subsection. (2)(c) (2)(b)
(3) A director who is not a public director shall be elected by: the policyholders; or voting members. If the directors who are not public directors are divided into classes, one class shall be elected: at least every four years; and for a term not exceeding six years.
(4) A director may be removed from office for cause by an affirmative vote of a majority of the full board at a meeting of the board called for that purpose.
(5) Subject to Subsectionsthrough, Sectionapplies to vacancies on the governing board. (1) (4) 16-6a-810