West Virginia Code
Article 8. Directors and Officers
§31D-8-801. Requirement for and Duties of Board of Directors

§31D-8-801. Requirement for and duties of board of directors.
(a) Except as provided in section seven hundred thirty-two, article seven of this chapter, each corporation must have a board of directors.
(b) All corporate powers are to be exercised by or under the authority of, and the business and affairs of the corporation managed under the direction of, its board of directors subject to any limitation set forth in the articles of incorporation or in an agreement authorized under section seven hundred thirty-two, article seven of this chapter.

Structure West Virginia Code

West Virginia Code

Chapter 31D. West Virginia Business Corporation Act

Article 8. Directors and Officers

§31D-8-801. Requirement for and Duties of Board of Directors

§31D-8-802. Qualifications of Directors

§31D-8-803. Number and Election of Directors

§31D-8-804. Election of Directors by Certain Classes of Shareholders

§31D-8-805. Terms of Directors Generally

§31D-8-806. Staggered Terms for Directors

§31D-8-807. Resignation of Directors

§31D-8-808. Removal of Directors by Shareholders

§31D-8-809. Removal of Directors by Judicial Proceeding

§31D-8-810. Vacancy on Board

§31D-8-811. Compensation of Directors

§31D-8-820. Meetings

§31D-8-821. Action Without Meeting

§31D-8-822. Notice of Meeting

§31D-8-823. Waiver of Notice

§31D-8-824. Quorum and Voting

§31D-8-825. Committees

§31D-8-830. Standard of Conduct for Directors

§31D-8-831. Standards of Liability for Directors

§31D-8-833. Directors' Liability for Unlawful Distributions

§31D-8-840. Required Officers

§31D-8-841. Duties of Officers

§31D-8-842. Standards of Conduct for Officers

§31D-8-842a. Standards of Liability for Officers

§31D-8-843. Resignation and Removal of Officers

§31D-8-844. Contract Rights of Officers

§31D-8-850. Part Definitions

§31D-8-851. Permissible Indemnification

§31D-8-852. Mandatory Indemnification

§31D-8-853. Advance for Expenses

§31D-8-854. Circuit Court-Ordered Indemnification and Advance for Expenses

§31D-8-855. Determination and Authorization of Indemnification

§31D-8-856. Indemnification of Officers

§31D-8-857. Insurance

§31D-8-858. Variation by Corporate Action; Application of Part

§31D-8-859. Exclusivity of Part

§31D-8-860. Directors' Conflicting Interest Transactions