§ 2-405. Directors holding over

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(a) In general. -- In case of failure to elect directors at the designated time, the directors holding over shall continue to manage the business and affairs of the corporation until their successors are elected and qualify.

(b) When director deemed holding over. -- A director not elected annually in accordance with § 2-501(b) of this title shall be deemed to be continuing in office and shall not be deemed to be holding over under subsection (a) of this section until after the time at which an annual meeting is required to be held under § 2-501(b) of this title or the charter or bylaws of the corporation.

HISTORY: An. Code 1957, art. 23, § 57; 1975, ch. 311, § 2; 1989, ch. 715.

                    
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