Chapter 23B.08 RCW

DIRECTORS AND OFFICERS

Sections
Requirement for and duties of board of directors.
Qualifications of directors.
Number and election of directors.
Election of directors by certain classes or series of shares.
Terms of directorsGenerally.
Staggered terms for directors.
Resignation of directors.
Removal of directors by shareholders.
Removal of directors by judicial proceeding.
Vacancy on board of directors.
Compensation of directors.
Regular or special meetings of the board.
Corporate action without meeting.
Notice of meeting.
Waiver of notice.
Quorum and voting.
Corporate actionVote of shareholders.
Committees.
General standards for directors.
Liability for unlawful distributions.
Limitation on liability of directors.
Officers.
Duties of officers.
Standards of conduct for officers.
Resignation and removal of officers.
Contract rights of officers.
Indemnification definitions.
Authority to indemnify.
Mandatory indemnification.
Advance for expenses.
Court-ordered indemnification.
Determination and authorization of indemnification.
Shareholder authorized indemnification and advancement of expenses.
Indemnification of officers, employees, and agents.
Insurance.
Validity of indemnification or advance for expenses.
Report to shareholders.
Indemnification or advance for expensesLater amendment or repeal of subject provision.
Definitions.
Judicial action.
Directors' action.
Shareholders' action.
Pursuit of business opportunitiesDuty to corporation.
ConstructionChapter applicable to state registered domestic partnerships2009 c 521.
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