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<law><site_title>Virginia Decoded</site_title><site_url>https://vacode.org</site_url><law_id>370110</law_id><section_number>56-231.28</section_number><catch_line>Board of directors of cooperatives</catch_line><edition url="https://vacode.org/2026/" slug="2026" current="TRUE" last_updated="2026-08-02">2026</edition><structure><unit label="title" level="1" order_by="121" identifier="56">Public Service Companies</unit><unit label="chapter" level="2" order_by="11" identifier="9.1">Utility Consumer Services Cooperatives and Utility Aggregation Cooperatives</unit><unit label="article" level="3" order_by="1" identifier="1">Utility Consumer Services Cooperatives Act</unit></structure><text>
						<section><p>Each <span class="dictionary">cooperative</span> shall have a <span class="dictionary">board</span> of directors of five or more <span class="dictionary">members</span>, which <span class="dictionary">board</span> shall constitute the governing body of the <span class="dictionary">cooperative</span>. Only <span class="dictionary">members</span> and the officers, directors or employees of any <span class="dictionary">member</span> shall be eligible for election to the <span class="dictionary">board</span> of directors. The directors, other than those named in the articles of incorporation, shall be elected annually by the <span class="dictionary">members</span> entitled to vote, unless the bylaws provide that, in lieu of electing the whole number of directors annually, the directors shall be divided into two, three or four classes at the first or any subsequent annual meeting. If the bylaws so provide, each class shall be as nearly equal in number as possible, with the term of office of one class to expire every year. If the number of classes changes, then the <span class="dictionary">board</span> of directors shall have authority to determine how directors will be allocated among the new number of classes, provided that no director&#x2019;s term will exceed, without reelection, a number of years equal to the number of classes of directors. The <span class="dictionary">board</span> of directors shall have authority to fix the compensation of directors. The directors shall elect annually from their own number a president of the <span class="dictionary">board</span> or a chairman of the <span class="dictionary">board</span>; and one or more vice-presidents of the <span class="dictionary">board</span>, vice-chairmen of the <span class="dictionary">board</span> or both. They may also elect or appoint annually (i) a president of the <span class="dictionary">cooperative</span>, (ii) one or more vice-presidents of the <span class="dictionary">cooperative</span>, (iii) a secretary, (iv) a treasurer, and (v) such other officers as the <span class="dictionary">board</span> deems necessary. No <span class="dictionary">person</span> shall hold any office unless that <span class="dictionary">person</span> is a director or employee of the <span class="dictionary">cooperative</span>. The offices of secretary and treasurer may be held by the same <span class="dictionary">person</span>.</p></section></text><history>1999, c. 874; 2000, cc. 944, 999.</history><metadata></metadata></law>
