CODING: Words stricken are deletions; words underlined are additions.House Bill 1245
Florida House of Representatives - 1997 HB 1245
By Representative Lacasa
1 A bill to be entitled
2 An act relating to charitable corporations;
3 amending ss. 617.0808 and 617.2103, F.S.;
4 excluding charitable corporations from certain
5 provisions relating to removal of a director
6 from a board of directors; providing an
7 effective date.
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9 Be It Enacted by the Legislature of the State of Florida:
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11 Section 1. Section 617.0808, Florida Statutes, is
12 amended to read:
13 617.0808 Removal of directors.--A director may be
14 removed from office pursuant to procedures provided in the
15 articles of incorporation or the bylaws, which shall provide
16 the following, and if they do not do so, shall be deemed to
17 include the following:
18 (1) Except as provided in subsection (2), Any member
19 of the board of directors may be removed from office with or
20 without cause by the vote or agreement in writing by a
21 majority of all votes of the membership.
22 (2) Any member of the board of directors of a
23 charitable organization as defined in s. 496.404, may be
24 removed from office without cause only following the
25 recommendation of a majority of the board of directors
26 followed by the vote or agreement in writing by a majority of
27 all votes of the membership.
28 (2)(3) The notice of a meeting of the members to
29 recall a member or members of the board of directors shall
30 state the specific directors sought to be removed.
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CODING: Words stricken are deletions; words underlined are additions.
Florida House of Representatives - 1997 HB 1245
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1 (3)(4) A proposed removal of a director at a meeting
2 shall require a separate vote for each board member sought to
3 be removed. Where removal is sought by written agreement, a
4 separate agreement is required for each board member to be
5 removed.
6 (4)(5) If removal is effected at a meeting, any
7 vacancies created thereby shall be filled by the members at
8 the same meeting.
9 (5)(6) Any director who is removed from the board
10 shall not be eligible to stand for reelection until the next
11 annual meeting of the members.
12 (6)(7) Any director removed from office shall turn
13 over to the board of directors within 72 hours any and all
14 records of the corporation in his possession.
15 (7)(8) If a director who is removed shall not
16 relinquish his office or turn over records as required under
17 this section, the circuit court in the county where the
18 corporation's principal office is located may summarily order
19 the director to relinquish his office and turn over corporate
20 records upon application of any member.
21 Section 2. Subsection (1) of section 617.2103, Florida
22 Statutes, 1996 Supplement, is amended to read:
23 617.2103 Exemptions for certain corporations.--
24 (1) No corporation described in s. 501(c) of the
25 Internal Revenue Code of 1986, as amended, shall be subject to
26 the provisions of s. 617.0808, s. 617.1601, s. 617.1602, s.
27 617.1603, s. 617.1604, s. 617.1605, or s. 617.2102, unless the
28 articles of incorporation or bylaws provide otherwise. No
29 corporation described in s. 501(c) of the Internal Revenue
30 Code of 1986, as amended, except a charitable organization as
31 defined in s. 496.404, is subject to the provisions of s.
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CODING: Words stricken are deletions; words underlined are additions.
Florida House of Representatives - 1997 HB 1245
574-127-97
1 617.0808. For purposes of this subsection, if a current
2 determination letter issued under the authority of the
3 internal revenue laws of the United States of America
4 determines that a particular corporation is or is not exempt
5 from federal income taxation under s. 501(c) of the Internal
6 Revenue Code of 1986, as amended, that shall be conclusive on
7 the question whether the corporation is or is not described in
8 s. 501(c) of the Internal Revenue Code of 1986, as amended.
9 Section 3. This act shall take effect upon becoming a
10 law.
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13 HOUSE SUMMARY
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Excludes charitable corporations from provisions relating
15 to removal of a director from a board of directors. See
bill for details.
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