Legal Question in Employment Law in Florida
Can a company offer a Directors position to someone in the company before the job has even been posted?
1 Answer from Attorneys
Hi. If you are referring to directors on the board of directors of a company, they are generally elected by vote of the shareholders of the corporation. If there is no governing document, Florida Statutes apply, as follows:
607.0728 Voting for directors; cumulative voting.--
(1) Unless otherwise provided in the articles of incorporation, or in a bylaw that fixes a greater voting requirement for the election of directors and that is adopted by the board of directors or shareholders of a corporation having shares listed on a national securities exchange at the time of adoption, directors are elected by a plurality of the votes cast by the shares entitled to vote in the election at a meeting at which a quorum is present. A bylaw provision or amendment adopted by shareholders which specifies the votes necessary for the election of directors may not be further amended or repealed by the board of directors.
(2) Each shareholder who is entitled to vote at an election of directors has the right to vote the number of shares owned by him or her for as many persons as there are directors to be elected and for whose election the shareholder has a right to vote. Shareholders do not have a right to cumulate their votes for directors unless the articles of incorporation so provide.
So, in summary, directors are voted in, not through posting a job.