Title 52, Chapter 5, Section 6
( 52-5-6)
When the amount of capital stock has been subscribed, the persons
named in the certificate of incorporation, or a majority of them,
are authorized to call a meeting of the stockholders for the purpose
of organization, which meeting shall be held in the city or other
place where the principal office of the company shall be located,
and of which meeting notice shall have been given as provided in
this chapter. At the meeting, at which a majority of stock
subscribed shall constitute a quorum, there shall be elected a board
of directors of not less than three to manage the affairs of the
company, each share of stock to be entitled to one vote and a
plurality of votes cast being necessary to elect. The persons so
elected shall continue in office until relieved by their successors.
No person shall be a director in the company unless he is a
stockholder; and a majority of the directors must be citizens of
this state. The board of directors shall select from their number a
president, may elect one or more vice-presidents, and may appoint a
secretary, a treasurer, and such other officers, agents, and
servants as they may deem necessary. The regular election of
directors shall be held annually at the principal office of the
company. Vacancies occasioned by death, resignation, or otherwise
shall be filled in such manner as shall be provided by the bylaws of
the company. |