Vacancies.
R.I. Gen. Laws § 7-1.2-804
in effect7-1.2-804. Vacancies.
Any vacancy occurring in the board of directors may be filled by the affirmative vote
of a majority of the remaining directors though less than a quorum of the board of
directors. A director elected to fill a vacancy is elected for the unexpired term
of his or her predecessor in office. Any directorship to be filled by reason of an
increase in the number of directors may be filled by the board of directors for a
term of office continuing only until the next election of directors by the shareholders.
If at any time, by reason of death, resignation or other cause, a corporation should
have no directors in office, then any officer or any shareholder or an executor, administrator,
trustee or guardian of a shareholder, or other fiduciary entrusted with like responsibility
for the person or estate of a shareholder, may call a special meeting of shareholders
in accordance with the provisions of the articles of incorporation or the bylaws,
or may apply to the superior court for a decree summarily ordering a meeting for the
purposes of conducting an election.
P.L. 2004, ch. 216, § 2; P.L. 2004, ch. 274, § 2; P.L. 2005, ch. 120, § 1; P.L. 2005,
ch. 130, § 1.
Source: State of Rhode Island General Assembly (rilegislature.gov)URL: https://webserver.rilegislature.gov/Statutes/TITLE7/7-1.2/7-8/7-1.2-804.htmFetched: 10/20/2026