RE:RE:RE:RE:RE:Curious...I found this on Investopedia and copied and pasted some of it. I don't know if it helps but I found the section on removal interesting. You can read the complete entry at the link below.
Structure and Makeup
The structure and the powers of the board is determined by an organizations’ bylaws, which can include number of members, the manner in which they’re elected, how often they’re elected, and how often they confer. The number of members of a board can vary in size: some companies have boards with as many as 31 members or as few as 3. The ideal size of a board is 7.
Removal
Removal by resolution in a general meeting is challenging because most bylaws allow for a director to be given a copy of the proposal, and then respond to it in the meeting, increasing the possibility of an unpleasant split. Even then, most director’s contracts include a disincentive for firing, a golden parachute clause that requires the corporation to pay the director a bonus upon being let go.
However, there are a series of foundational rules that if violated can lead to the expulsion of a director.
- Using powers as director for something other than the financial benefit of the corporation
- Making deals with third parties promising to vote one way or the other at a board meeting compromises a directors ‘unfettered discretion’
- Conflict of interest by engaging in transactions with the corporation. Members of the board cannot engage in business or deals with a corporation on which they serve on the board without ratifying the deal with the corporation or disgorging all funds received from deal
- Using information gathered in meetings for personal profit
In addition, some corporate boards have fitness to serve protocols that go into use when a director gets involved in a situation that has the potential to reflect negatively on the corporation. What exactly meets that definition is up to the board to decide.
Read more: Board Of Directors (B Of D) Definition | Investopedia https://www.investopedia.com/terms/b/boardofdirectors.asp#ixzz4GhwY3W00
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