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Corp. Code, § 5521 · Article 2. Additional Provisions Relating to Election of Directors

Corp. Code, § 5521

Verbatim from the official edition

Text — As published in the Legislative Counsel's database, tables dated October 18, 2026 (pubinfo_2025.zip)

A corporation with 500 or more members may provide that, except for directors who are elected as authorized by Section 5152 or 5153, and except as provided in Section 5522, any person who is qualified to be elected to the board of directors of the corporation may be nominated:

(a) By any method authorized by the bylaws, or if no method is set forth in the bylaws by any method authorized by the board.

(b) By petition delivered to an officer of the corporation, signed within 11 months preceding the next time directors will be elected, by members representing the following number of votes:

Number of Votes Eligible

to be Cast for Director

Disregarding any Provision

for Cumulative Voting Number of Votes

Under 5,000...... 2 percent of voting power

5,000 or more...... one-twentieth of 1 percent of voting power but not less than 100, nor more than 500.

(c) If there is a meeting to elect directors, by any member present at the meeting in person or by proxy if proxies are permitted.

Notes and commentary — not statutory text

History

Amended by Stats. 1996, Ch. 589, Sec. 13. Effective January 1, 1997.

Source of truth

Edition
As published in the Legislative Counsel's database, tables dated October 18, 2026 (pubinfo_2025.zip)
Official file
https://leginfo.legislature.ca.gov/faces/codes_displaySection.xhtml?lawCode=CORP&sectionNum=5521.
Text hash
sha256 c219779a2a3260b7d3b2197b61331dc8d5974a8c36f264d807cebca3981720b2
Composed by
compose_ca.py 2026-10-22: the Legislative Counsel's CAML content files read by a tokenizer (caml_readers.reader_a); an independent xml.etree reading (caml_readers.reader_b) agrees on every section
  • printed leader lines (blanks in a form) are shown as ______ or ......

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