Directors may remove fellow directors from the board under the following conditions:
For Cause. The board may declare vacant the seat of a director who has been declared of unsound mind by a final order of court, or convicted of a
felony or, if at the time a director is elected, the bylaws provide that a director may be removed for missing a specified number of board meetings.
Corp. Code §7221(a).
Disqualification. The board, by a majority vote, may declare vacant the office of any director who fails or ceases to meet any required
qualification that was in effect at the beginning of that director's current term of office.
Corp. Code §7221(b).
Appointed Directors. If the board appointed a director to fill an empty seat, the board can remove that director with or without cause:
Unless otherwise
provided in the articles or bylaws at the time of designation, any director so designated may be removed without cause by the designating person or persons. Corp. Code §7222(f)(1).
Replacement of any director removed by the board, must be in accordance with the association's bylaws. Normally, this is by
appointment by the remaining directors but some bylaws may require a special election.
Removal of Officers. The
removal of officers is different from the removal of directors.