§ 12250 Director Vacancy Definition

Corporations Code·California

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This law explains what counts as an empty board seat that must be filled.

Key Takeaways

•Any authorized director position that is not filled is a vacancy.
•Vacancies can happen because of death, resignation, removal, or changes to the board size.
•The definition covers all reasons a seat might be empty.

Example

A nonprofit board has five directors. One director resigns, leaving one seat empty.

Because the seat is authorized but not filled, it is considered a vacancy under the law.

AI-generated — May contain errors. Not legal advice. Always verify source.

Official Source

View on CA.gov

§ 12250 Director Vacancy Definition

“Vacancy” when used with respect to the board means any authorized position of director which is not then filled, whether the vacancy is caused by death, resignation, removal, change in the number of directors authorized in the articles or bylaws (by the board or the members), or otherwise. (Added by Stats. 1982, Ch. 1625, Sec. 3. Operative January 1, 1984.)

Last verified: January 10, 2026

Key Terms

Vacancy director articles or bylaws

References

Official text at leginfo.legislature.ca.gov
California Legislature. Corporations Code. Section 12250.

Key Takeaways

Example

Key Terms

Related Statutes

References

Key Takeaways

Example

Key Terms

Related Statutes

References