No person shall serve as a director of a registered investment company unless elected to that office by the holders of the issued and outstanding voting securities of such company; provided, however, that vacancies in the board of directors may be filled temporarily as provided in the bylaws of the corporation and the certificate of incorporation of the registered investment company, until the next annual meeting of holders of the securities of such company; Provided, That after filling any such vacancy at least two-thirds (2/3) of the directors then holding office shall have been elected to such office by the holders of the securities of the company at such an annual or special meeting held for such purposes. The foregoing shall not be construed to preclude a registered investment company from dividing its directors into classes if its certificate of incorporation, bylaws, or the law under which it is organized, so requires or provides; provided, that no class shall be elected for a shorter period than one (1) year or for a longer period than five (5) years and the term of office of at least one class shall expire each year.
History —July 30, 2013, No. 93, § 17, eff. 120 days after July 30, 2013.