Pennsylvania Statutes Title 40 P.S. Insurance § 1103. Number, election, term, and classification of directors; vacancies

A. The annual meeting of members for election of directors of a beneficial society shall be held at such time, prior to the first day of May in every year, as the by-laws of the society may direct. Notice of the time and place of meeting shall be given to the members in accordance with the provisions of the by-laws. At such annual meeting, the members shall elect by ballot the number of directors stated in the articles of association or the by-laws, which shall be not less than five nor more than thirteen. Each director shall hold office for the term for which he is elected and until his successor shall have been duly elected and qualified.

B. Except as otherwise provided in the by-laws, each director shall be elected for a term of one year. If the articles or by-laws of a beneficial society so provide, the directors thereof may be classified in respect to the time for which they shall severally hold office. In such case, each class shall be as nearly equal in number as possible, the term of office of at least one class shall expire in each year, and the members of a class shall not be elected for a shorter period than one year or for a longer period than three years. At each ensuing election of directors after such classification, only the number of directors equal to the number of the class whose terms expire at the time of the election, shall be elected, and such directors shall be elected for the longest term for which any class may have been elected, as provided in this section.

C. Except as otherwise provided in the by-laws, vacancies in the board of directors shall be filled by the remaining members of the board, and each person so elected shall be a director until his successor is elected by the shareholders or members, who may make such election at the next annual meeting of the shareholders or members, or at any special meeting duly called for that purpose and held prior thereto.

D. Except as otherwise provided in this act, the business and affairs of every beneficial society shall be run and regulated in accordance with the provisions provided by existing law relating to insurance companies.