Guam § 17804 - Election of Directors and Composition of Board.

§ 17804. Election of Directors and Composition of Board.

(a) Unless the organic rules require a greater number:

(1) the number of directors that must be patron members may not be fewer than:

(A) two (2), if there are two (2) or three (3) directors;

(B) four (4), if there are four (4) or five (5) directors;

(C) six (6), if there are six (6) through eight (8) directors; or

(D) four-fifths of the directors if there are at least nine (9) directors;

(2) the board of directors who are patron members shall be elected exclusively by patron

members; and

(3) If organic rules provide that investor members may serve on the board of directors, the board

of directors who are investor members shall be elected by all members. Investor member shall not

serve as chairperson of the board of directors or any executive office of the board.

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(b) Unless the organic rules otherwise provide, if a limited cooperative association has investor

members, the directors who are not elected exclusively by patron members are elected by the investor

members.

(c) Subject to Subsection (a) of this Section, the organic rules may provide for the election of all or a

specified number of directors by one (1) or more districts or classes of members.

(d) Subject to Subsection (a) of this Section, the organic rules may provide for the nomination or

election of directors by districts or classes, directly or by district delegates.

(e) If a class of members consists of a single member, the organic rules may provide for the member

to appoint a director or directors.

(f) Unless the organic rules otherwise provide, cumulative voting for directors is prohibited.

(g) Except as otherwise provided by the organic rules, Subsection (e) of this Section, or §§ 17302,

17516, 17517, and 17809, member directors must be elected at an annual members meeting.