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HomeCorporations CodeCh. 3Art. 1§ 13278 Officer Election Procedures

§ 13278 Officer Election Procedures

Corporations Code·California
AI Summary·Official Text·Key Terms·Related Statutes·References
AI SummaryVerified

§ 13278 Officer Election Procedures

This law says that a group of directors must pick a president and vice presidents from their own group. They also need to choose a secretary and a treasurer, who can be from outside the group. The treasurer can even be a bank, and the secretary would then handle the money tasks except for where to keep the funds.

Key Takeaways

  • •Directors must choose a president and vice presidents from their own group.
  • •They can pick a secretary and treasurer from outside the group.
  • •The treasurer can be a bank, and the secretary would handle money tasks except for where to keep the funds.
  • •If any of these roles become empty, the board of directors fills them.

Example

A small company's board of directors needs to assign roles.

The directors pick one of their own as president and another as vice president. They hire an outside person to be the secretary and choose a bank to act as the treasurer. The secretary will handle the money tasks, but the board decides where to keep the company's money.

AI-generated — May contain errors. Not legal advice. Always verify source.

Official Source
View on CA.gov

§ 13278 Officer Election Procedures

The directors shall elect from their number a president and one or more vice presidents. They shall also elect a secretary and a treasurer, who need not be directors or members of the association; and they may combine the two latter offices and unite both functions and titles in one person. The treasurer may be a bank or any depository and, as such, shall not be considered as an officer, but as a function of the board of directors. In such case, the secretary shall perform the usual accounting duties of the treasurer, excepting that the funds shall be deposited only as and where authorized by the board of directors. Any vacancy in any office, other than that of director, shall be filled by the board of directors. (Added by Stats. 1953, Ch. 207.)

Last verified: January 10, 2026

Key Terms

directorspresidentvice presidentssecretarytreasurerboard of directors

Related Statutes

  • § 12353 Corporate Officer Requirements
  • § 7213 Corporate Officer Requirements
  • § 9213 Corporate Officer Requirements
  • § 13275 Association Board Management
  • § 13276 Board Meeting Location

References

  • Official text at leginfo.legislature.ca.gov
  • California Legislature. Corporations Code. Section 13278.
View Official Source