{"data":{"id":"us-or/ors-60.331","jurisdiction":"us-or","citation":"ORS 60.331","heading":"Vacancy on board.","body":"(1) Unless the articles of incorporation provide otherwise, if a vacancy occurs on a board of directors, including a vacancy resulting from an increase in the number of directors:\n      (a) The shareholders may fill the vacancy;\n      (b) The board of directors may fill the vacancy; or\n      (c) If the directors remaining in office constitute fewer than a quorum of the board, they may fill the vacancy by the affirmative vote of a majority of all the directors remaining in office.\n      (2) If the vacant office is filled by the shareholders and was held by a director elected by a voting group of shareholders, then only the holders of shares of that voting group are entitled to vote to fill the vacancy.\n      (3) A vacancy that will occur at a specific later date, by reason of a resignation effective at later date under ORS 60.321 (2) or otherwise may be filled before the vacancy occurs but the new director may not take office until the vacancy occurs.","path":["02 - Business Organizations, Commercial Code","7. Corporations and Partnerships","Chapter 60 — Private Corporations"],"source_url":"https://www.oregonlegislature.gov/bills_laws/ors/ors060.html","current_through":"2025 Edition","vintage":"","retrieved_at":"2026-09-03T23:50:10Z","sha256":"ddf650e79f6ae204ffe9e3ca63465fdfa63f05b5602446b0e3779c542f0fae3a","source_id":"us-or","stale":false,"prev":"us-or/ors-60.327","next":"us-or/ors-60.334"},"notice":"GroundRules: Original legal text. Not legal advice."}