§77cc Directors of Corporation; Appointment, Term of Office, and Removal

Summary

A six-member board must run the Corporation. Soon after the law takes effect, the Federal Trade Commission must appoint all six directors and pick one as chair and one as vice chair. When those two leave the board, the board itself will elect their replacements. Of the first six appointees, two will serve 2 years, two will serve 4 years, and two will serve 6 years from the start date; the Commission decides who gets which term. After that, the Commission appoints successors for six-year terms that begin when the prior term ends. If someone is chosen to fill a vacancy, they only serve the rest of that term. Anyone who, in the five years before appointment, had any interest in a company, bank, partnership, or association that sold or offered foreign securities cannot be a director. A director can be removed only at a special meeting if at least two-thirds of the board vote to remove them. The director must get seven days’ notice of that meeting and may speak in their defense.