Section 6040-8 - Board of directors(1) All of the corporate powers of a corporation shall be exercised by a board of directors, consisting of fifteen persons, who shall all be at least eighteen years of age and be citizens of the United States and of the Commonwealth.(2) At the first meeting of the shareholders of a corporation and at each annual meeting thereafter, six members of the board of directors shall be elected by the shareholders in the manner provided by the Business Corporation Law or the by-laws of the corporation. At each such meeting, eight members of the board of directors shall be elected by the financial institutions which are, at the time of any such election, parties to a lending agreement or agreements with such corporation. In each such election for directors, each such financial institution shall have one vote for each one thousand dollars ($1,000) loan obligation of such financial institution under its lending agreement with the corporation.(3) The Secretary of Commerce of the Commonwealth shall be an additional director ex officio, with all the authority of a director, but without any liability except for gross negligence or wilful misconduct.(4) The first meeting of the shareholders of the corporation shall be held at a time and place to be fixed by the temporary board of directors, which shall be as soon as reasonably possible after the Department of Banking has approved the articles of incorporation under the provisions of section 9 of this act, the department of State has issued a certificate of authorization in the manner provided in section 10 of this act, following the payment into the corporate treasury, in cash, of a minimum of at least ten per cent of the par value of the capital stock of any such corporation, and in addition, a minimum of five financial institutions shall have become parties to lending agreements as hereinbefore provided. Such meeting shall be called in such manner as shall be provided by the temporary board of directors formed as directed by the provisions which follow. (5) Notwithstanding the foregoing provisions of this section, until the first meeting of the shareholders of a corporation and the election of a board of directors as in this act provided, all of the corporate powers of such corporation shall be exercised by a temporary board of directors. Such board shall consist of fifteen members who shall all be at least eighteen years of age, citizens of the United States and residents of the Commonwealth. Eight of the members shall be designated by incorporators of a corporation upon the filing of the articles of incorporation in the manner hereinafter provided. Six members shall be designated in the following manner after the articles of incorporation of a corporation have been approved by the Department of Banking under the provisions of section 9 of this act: two shall be designated by the Governor; two shall be designated by the President pro tempore of the Senate; and two shall be designated by the Speaker of the House of Representatives. Each designation shall be, in writing, signed by the officer making it, and transmitted by him to the Secretary of the Commonwealth who shall make and record in his office a copy of such designation and deliver the original to the designee who, if he accepts such designation, shall notify the Secretary of the Commonwealth of the fact in writing, and thereupon shall record such acceptance in his office. Following the approval of the articles of incorporation, the Secretary of Commerce of the Commonwealth shall serve as an additional director ex officio of such corporation, but without any liability except for gross negligence or wilful misconduct. Upon the election and qualification of a board of directors pursuant to subsections (1), (2), (3) and (4) of this section, the temporary board of directors shall be deemed dissolved.1959, Dec. 1, P.L. 1647, § 8. Amended 1963, Aug. 14, P.L. 830, § 1; 1974, Oct. 2, P.L. 662, No. 218, § 1.