(a) The certificate of incorporation or bylaws may prescribe qualifications for directors or for nominees for directors. Qualifications must be reasonable as applied to the nonprofit corporation and be lawful. Qualifications may include not being or having been subject to specified criminal, civil, or regulatory sanctions or not having been removed as a director by judicial action or for cause.
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Terms Used In Alabama Code 10A-3A-8.02

  • certificate of incorporation: as used in this chapter is synonymous to the term certificate of formation used in Chapter 1. See Alabama Code 10A-3A-1.02
  • Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
  • person: includes a corporation as well as a natural person. See Alabama Code 1-1-1
  • state: when applied to the different parts of the United States, includes the District of Columbia and the several territories of the United States. See Alabama Code 1-1-1
(b) A director shall be a natural person of the age of at least 19 years but need not be a resident of this state or a member unless the certificate of incorporation or bylaws so prescribe.
(c) A qualification for nomination, election, or appointment for director prescribed before the earlier of a person’s nomination, election, or appointment shall apply to that person at the time of the earlier of that person’s nomination, election, or appointment and shall apply to that director during that director’s term. A qualification for nomination, election, or appointment for director prescribed after the earlier of a person’s nomination, election, or appointment shall not apply to that person with respect to that person’s nomination, election, or appointment and shall not apply to that director during that director’s term.
(d) A person who did not meet a qualification for nomination, election, or appointment, but who is elected or appointed as a director, may serve as a director until removed in accordance with Section 10A-3A-8.08 or 10A-3A-8.09.
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