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HomeCorporations CodeCh. 2Art. 2§ 9221 Director Removal Conditions

§ 9221 Director Removal Conditions

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

§ 9221 Director Removal Conditions

Key Takeaways

  • •A director can be removed if a court says they are of unsound mind or if they are convicted of a serious crime.
  • •If the rules say so, a director can be removed for missing too many meetings.
  • •The rules can also say what qualifications a director must have, and if a director no longer meets those, they can be removed.

Example

A director of a company stops going to meetings and misses more than the allowed number.

If the company's rules say a director can be removed for missing too many meetings, the board can declare their position empty.

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

Official Source
View on CA.gov

§ 9221 Director Removal Conditions

(a) The board may declare vacant the office of a director who has been declared of unsound mind by a final order of court, or convicted of a felony, or, if at the time a director is elected, the bylaws provide that a director may be removed for missing a specified number of board meetings, fails to attend the specified number of meetings. (b) As provided in paragraph (3) of subdivision (c) of Section 9151, the articles or bylaws may prescribe the qualifications of the directors. Unless otherwise provided by the articles or bylaws, the board, by a majority vote of the directors who meet all of the required qualifications to be a director, may declare vacant the office of any director who fails or ceases to meet any required qualification that was in effect at the beginning of that director’s current term of office. (Amended by Stats. 1996, Ch. 589, Sec. 42. Effective January 1, 1997.)

Last verified: January 23, 2026

Key Terms

unsound mindfelonyrequired qualificationmajority vote

Related Statutes

  • § 5221 Director Removal Conditions
  • § 12361 Director Removal Conditions
  • § 12360 Director Term Limits
  • § 12362 Director Removal By Members
  • § 12363 Director Removal For Misconduct

References

  • Official text at leginfo.legislature.ca.gov
  • California Legislature. Corporations Code. Section 9221.
View Official Source