564-F:11-1106 Duty to Maintain Records. – Unless the governing documents provide otherwise, a director shall keep adequate records of the foundation, the management of its property, and the management of its affairs. Source. 2017, 257:47, eff. Oct. 1, 2017.
564-F:11-1107 Duty to Inform. – Unless the governing documents provide otherwise, a director has a duty to keep each qualified beneficiary reasonably informed about the foundation, the management of the foundation’s affairs and property, and all material facts necessary for the beneficiary to protect the beneficiary’s interests. Source. 2017, 257:47, eff. Oct. 1, 2017.
564-F:11-1108 Director’s Skills. – (a) Unless the governing documents provide otherwise, a director who has special skills or expertise shall use those special skills or expertise. (b) Unless the governing documents provide otherwise, a director who is appointed as a director in reliance upon the director’s representation that he, she, or it has special […]
564-F:12-1201 Protectors. – (a) A foundation may have one or more protectors. (b) A protector shall have any duties and powers set forth in the governing documents. (c) Unless the governing documents provide otherwise, a protector shall have the power to commence a judicial proceeding for the purposes of: (1) Protecting the foundation’s purposes; […]
564-F:12-1202 Qualifications. – (a) The governing documents may prescribe qualifications for protectors. (b) Unless the governing documents provide otherwise, a protector may be: (1) An individual or an entity; and (2) A resident of any jurisdiction and need not be a resident of this state. Source. 2017, 257:47, eff. Oct. 1, 2017.
564-F:12-1203 Number. – (a) Unless the governing documents provide otherwise, a foundation may have one or more protectors. (b) The number of protectors may be increased or decreased: (1) In accordance with the provisions of the governing documents governing the method for increasing or decreasing the number of protectors; or (2) By an amendment […]
564-F:12-1204 Classes. – (a) A foundation may have one or more classes of protectors. (b) Each class of protectors shall have the duties and powers assigned to that class under the governing documents. Source. 2017, 257:47, eff. Oct. 1, 2017.
564-F:12-1205 Appointment and Term. – (a) The initial protectors may be appointed by: (1) The organizers; or (2) The founder. (b) After the appointment of the initial protectors, any additional or successor protector shall be appointed: (1) In accordance with the provisions of the governing documents governing the appointment of protectors; or (2) If […]
564-F:12-1206 Resignation. – (a) Unless the governing documents provide otherwise, a protector may resign at any time by delivering written notice of the resignation to: (1) Each of the other protectors; and (2) The persons who have the power to appoint a successor protector. (b) A protector’s resignation is effective upon the delivery of […]
564-F:12-1207 Removal. – (a) A protector may be removed in accordance with the governing documents. (b) The court may remove a protector if: (1) The protector has committed a serious breach of duty; (2) Lack of cooperation among the protectors substantially impairs the performance of the protector’s duties or the management of the foundation’s […]
564-F:12-1208 Committees. – (a) Unless the governing documents provide otherwise, the protectors may: (1) Establish one or more committees; (2) Appoint one or more protectors as members of a committee; (3) Remove one or more members of a committee; and (4) Terminate any committee. (b) To the extent specified by the protectors or in […]
564-F:12-1209 Delegation. – (a) Unless the governing documents provide otherwise, the protectors may delegate to any one or more persons any duty or power that prudent protectors of comparable skills and having the same power or duty could properly delegate under the circumstances. (b) The protectors may delegate a duty or power to a […]
564-F:12-1210 Voting. – (a) Unless the governing documents provide otherwise, each protector shall have one vote on each matter on which the protectors may vote. (b) Unless the governing documents provide otherwise, each matter on which the protectors may vote shall be decided by vote of a majority of the protectors. Source. 2017, 257:47, […]
564-F:12-1211 Meetings. – (a) The governing documents may set forth provisions relating to: (1) Notice of the time, place, or purpose of any meeting at which any matter is to be voted on by any protectors or class of protectors; (2) Waiver of any notice of a meeting; (3) Action by vote without a […]
564-F:12-1212 Actions by Consent. – Unless the governing documents provide otherwise, the protectors may take any vote without a meeting and without prior notice if the vote is recorded in a writing setting forth the action so taken and is signed by all of the protectors. Source. 2017, 257:47, eff. Oct. 1, 2017.
564-F:13-1301 Duty to Act in Good Faith. – A protector has a duty to act in good faith, in accordance with the provisions of the governing documents, and in accordance with this chapter. Source. 2017, 257:47, eff. Oct. 1, 2017.
564-F:13-1302 Duty of Loyalty. – (a) Unless the governing documents provide otherwise, a protector has a duty to exercise his, her, or its powers solely in the interests of the foundation’s purposes and the beneficiaries’ interests. (b) Unless the governing documents provide otherwise, a transaction not concerning the foundation or its property in which […]
564-F:13-1303 Duty of Impartiality. – Unless the governing documents provide otherwise, if a foundation has two or more beneficiaries, then the protector has a duty to act impartially in exercising his, her, or its powers, giving due regard to the foundation’s purposes and the beneficiaries’ interests. Source. 2017, 257:47, eff. Oct. 1, 2017. 2018, […]
564-F:13-1304 Duty to Maintain Records. – Unless the governing documents provide otherwise, a protector shall keep adequate records of the protector’s acts as a protector. Source. 2017, 257:47, eff. Oct. 1, 2017.
564-F:13-1305 Protector’s Skills. – (a) Unless the governing documents provide otherwise, a protector who has special skills or expertise shall use those special skills or expertise. (b) Unless the governing documents provide otherwise, a protector who is appointed as a protector in reliance upon the protector’s representation that he, she, or it has special […]
