Directors may be removed from office by a vote of stockholders holding two-thirds of the subscribed capital stock, at a general meeting held after previous notice of the time and place and of the intention to propose such removal. Meetings of stockholders for this purpose may be called by the president or by a majority of the directors, or by stockholders holding at least one-half of the subscribed capital stock. Such calls must be in writing and addressed to the secretary who must thereupon give notice of the time, place and object of the meeting, and by whose order it is called. If the secretary refuses to give such notice, or if there be no secretary, the call may be addressed directly to the stockholders, and be served as a notice, in which case it must specify the time and place of meeting. The notice must be given in the manner prescribed in the bylaws. If, however, no provision has been made in the bylaws, then it shall be served in the manner prescribed in Section 63-1-9 NMSA 1978. In case of removal, the vacancy may be immediately filled by election at the same meeting.
History: Laws 1878, ch. 1, ch. [tit.] 3, § 6; C.L. 1884, § 2638; C.L. 1897, § 3820; Code 1915, § 4677; C.S. 1929, § 116-125; 1941 Comp., § 74-117; 1953 Comp., § 69-1-17.
Bracketed material. — The bracketed material was inserted by the compiler and is not part of the law.
Am. Jur. 2d, A.L.R. and C.J.S. references. — 18A Am. Jur. 2d Corporations §§ 958 to 960, 963 to 966; 18B Am. Jur. 2d Corporations §§ 1400, 1434 to 1437.
Power of directors of private corporation to remove officers or fellow directors, 63 A.L.R. 776.
19 C.J.S. Corporations §§ 290 to 292.
Structure New Mexico Statutes
Chapter 63 - Railroads and Communications
Article 1 - Organization and Management of Railroads
Section 63-1-1 - [Formation of corporations.]
Section 63-1-2 - [Articles of incorporation.]
Section 63-1-3 - [Execution of articles of incorporation.]
Section 63-1-4 - [Subscriptions to capital stock; minimum amount paid in.]
Section 63-1-5 - [Affidavit stating amount of stock subscribed and amount paid.]
Section 63-1-6 - Filing; effect.
Section 63-1-7 - Articles of incorporation; certified copies.
Section 63-1-8 - [Owners of capital stock are stockholders.]
Section 63-1-9 - [Bylaws; adoption.]
Section 63-1-10 - [Contents of bylaws.]
Section 63-1-11 - [Book of bylaws; public inspection; amendment and repeal of bylaws.]
Section 63-1-12 - [Management by board of directors; number; quorum; vacancies.]
Section 63-1-13 - [Election and term of directors.]
Section 63-1-14 - [Ballots; majority required; voting rights.]
Section 63-1-15 - [Directors' organization meeting; officers; majority.]
Section 63-1-16 - [Meetings of directors; call; notice.]
Section 63-1-17 - [Removal of directors; call and notice of meetings; filling vacancy.]
Section 63-1-18 - [Declaring dividends; restrictions; liability of directors.]
Section 63-1-20 - [Assessment remaining unpaid; requirements for new levy.]
Section 63-1-21 - [Transfer of shares sold for assessment.]
Section 63-1-22 - [Purchase by corporation of stock sold for assessments; procedure.]
Section 63-1-23 - [Effect of corporation purchase.]
Section 63-1-24 - [Extension of time for assessment payment or stock sale; restrictions.]
Section 63-1-25 - [Errors in proceedings; effect.]
Section 63-1-26 - [Actions to recover stock sold for assessments; restrictions.]
Section 63-1-27 - [Proof of publication of assessment or stock sale for default in payment.]
Section 63-1-28 - [Stock shares; nature; transfer; restrictions.]
Section 63-1-29 - [Issuance of stock certificates.]
Section 63-1-30 - [Transfer of nonresident's shares of stock.]
Section 63-1-31 - [Call for stockholders' meeting when authority is lacking; warrant of magistrate.]
Section 63-1-32 - [Quorum for stockholders' meeting; adjournment; record.]
Section 63-1-33 - [Postponement of election.]
Section 63-1-34 - [Court review of elections; notice.]
Section 63-1-35 - [Waiver of notice of stockholders' meeting.]
Section 63-1-36 - [Validity of proceedings where notice of meeting is waived.]
Section 63-1-37 - [Place for stockholders' meeting.]
Section 63-1-38 - [Change of principal place of business.]
Section 63-1-40 - [False entries or reports; liability.]
Section 63-1-41 - [Annual report to public regulation commission.]