Notice of directors and term of office
64(1)At the time of sending articles of incorporation, the incorporators shall send to the Director a notice of directors in the form provided by the Director and the Director shall file the notice.
64(2)Each director named in the notice referred to in subsection (1) holds office from the issue of the certificate of incorporation until the first meeting of shareholders.
64(3)Despite subsection (2), if directors are not elected at the first meeting of shareholders, the incumbent directors continue in office until their successors are elected.
64(3.1)When directors are elected at a meeting of shareholders they may hold office for the same term, but any term shall expire no later than the close of the third annual meeting of shareholders following their election and, if they are not elected for an expressly stated term, they cease to hold office at the close of the first annual meeting of shareholders following their election.
64(4)If a meeting of shareholders fails to elect the number or the minimum number of directors required by the articles or under section 60 by reason of a disqualification under subsection 63(1), the lack of consent under subsection 63(3) or a death of any candidates, the directors elected at that meeting may exercise all the powers of the directors if the number or the minimum number of directors elected constitutes a quorum.
2014, c.50, s.4; 2023, c.2, s.47