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Code of Virginia

Article 9

Directors and Officers

13.1-673Requirement for and duties of board of directors 13.1-674Qualifications for directors or for nominees for director 13.1-675Number and election of directors 13.1-676Election of directors by certain classes or series of shares 13.1-677Terms of directors generally 13.1-678Staggered terms for directors 13.1-679Resignation of directors 13.1-680Removal of directors by shareholders 13.1-681.1Removal of directors by judicial proceeding 13.1-682Vacancy on board of directors 13.1-683Compensation of directors 13.1-684Meetings of the board of directors 13.1-685Action without meeting of board of directors 13.1-686Notice of board of directors' meetings 13.1-687Waiver of notice by director 13.1-688Quorum and voting by directors 13.1-689.1Submission of matters for a shareholder vote 13.1-689Committees 13.1-690General standards of conduct for director 13.1-690.1Director of open-end management investment company deemed disinterested 13.1-691Interested directors and officers 13.1-691.1Business opportunities 13.1-692Liability for unlawful distributions 13.1-692.1Limitation on liability of officers and directors; exception 13.1-693Required officers 13.1-694Duties of officers 13.1-695Resignation and removal of officers