Bar Exam Uniform Quiz
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BUSINESS ASSOCIATIONS AND RELATIONSHIPS
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A director on a five-person board resigns with two years left in her term. The corporation's articles of incorporation and bylaws are silent on filling vacancies. At the next board meeting, the three remaining directors vote 2-to-1 to appoint a new director to fill the vacancy until the next annual shareholder meeting. A shareholder contends that only shareholders can fill a board vacancy.
Is the board's appointment of the new director valid? Select one.
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