(1) As used in this section, “director” includes a trustee or other board member.

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Terms Used In Utah Code 63E-2-105

  • 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.
  • Fiduciary: A trustee, executor, or administrator.
  • Independent corporation: means a corporation incorporated in accordance with Chapter 2, Independent Corporations Act. See Utah Code 63E-1-102
  • Process: means a writ or summons issued in the course of a judicial proceeding. See Utah Code 68-3-12.5
  • Quorum: The number of legislators that must be present to do business.
  • Statute: A law passed by a legislature.
  • Trustee: A person or institution holding and administering property in trust.
(2) Each independent corporation shall be governed by a board of directors.
(3) The authorizing statute of each independent corporation shall specify:

     (3)(a) the process for appointing, removing, and replacing directors;
     (3)(b) the number and terms of office for directors;
     (3)(c) the board chair selection procedure;
     (3)(d) board quorum requirements;
     (3)(e) director qualifications; and
     (3)(f) the duties and fiduciary responsibilities of directors.