Cumulative voting for directors
HRS §414D-114
in effect414D-114. Cumulative voting for directors
(a) If the articles or bylaws provide for cumulative voting by members, members may so vote, by multiplying the number of votes the members are entitled to cast by the number of directors for whom they are entitled to vote, and cast the product for a single candidate or distribute the product among two or more candidates.
(b) Unless otherwise provided in the articles
or bylaws, cumulative voting shall not be permitted. If authorized in the
articles or bylaws, cumulative voting may be permitted; provided that:
(1) The meeting notice or statement accompanying the
notice states that cumulative voting shall take place;
(2) A member gives notice of the member's intent to
cumulatively vote not less than forty-eight hours before the meeting or a
longer period as may be required by the articles or bylaws; and
(3) If one member gives notice of intent to
cumulatively vote, all other members participating in the election may cumulate
their votes without giving further notice.
(c) A director elected by cumulative voting
may be removed by the members without cause if the requirements of section
414D-138 are met unless the votes cast against removal or not consenting in
writing to the removal would be sufficient to elect the director if voted
cumulatively at an election at which the same total number of votes were cast
and the entire number of directors authorized at the time of the director's
most recent election were then being elected; provided that if the action is
taken by ballot, all members entitled to vote had voted.
(d) Members may not cumulatively vote if the
directors and members are identical.
(e) This section shall not apply to any
planned community association governed by chapter 421J.
[L 2001, c 105, pt of
§1; am L 2002, c 130, §50; am L 2011, c 37, §8; am L 2022, c 69, §2]
Source: Hawaii State Legislature (capitol.hawaii.gov), via Internet Archive capturesURL: http://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0414D/HRS_0414D-0114.htmFetched: 11/10/2026