Client Alert – AB 2755 Signed Into Law Prohibiting “Non-Voting Directors” on Non-Profit Boards

Governor Jerry Brown signed AB 2755, which amends Corporations Code Section 5047, to make it clear that a person is only a director as defined in the statute if that person has the right to vote as a member of the governing body and that a person who is a director by virtue of occupying a specific position within or outside the corporation (an ex officio director) can only be a director if that person has the right to vote as a member of the governing body. AB 2755 will take effect on January 1, 2015.