Corporations Code section 7521

A corporation with 500 or more members may provide that, except for directors who are elected as authorized by Section 7152 or 7153, and except as provided in Section 7522, any person who is qualified to be elected to the board of directors of the corporation may be nominated:

(a)

By any method authorized by the bylaws, or if no method is set forth in the bylaws by any method authorized by the board.

(b)

By petition delivered to an officer of the corporation, signed within 11 months preceding the next time directors will be elected, by members representing the following number of votes:
Number of Votes Eligible
to be Cast for Director
Disregarding any Provision
for Cumulative Voting
Number of Votes
Under 5,000
2 percent of voting power
5,000 or more
one-twentieth of 1 percent of voting power but not less than 100.
This subdivision does not apply to a corporation described in subdivision (c).

(c)

In corporations with one million or more members engaged primarily in the business of retail merchandising of consumer goods, by petition delivered to an officer of the corporation, signed within 11 months preceding the next time directors will be elected, by such reasonable number of members as is set forth in the bylaws, or if no number is set forth in the bylaws, by such reasonable number of members as is determined by the directors.

(d)

If there is a meeting to elect directors, by any member present at the meeting in person or by proxy if proxies are permitted.

Source: Section 7521, https://leginfo.­legislature.­ca.­gov/faces/codes_displaySection.­xhtml?lawCode=CORP§ionNum=7521.­ (updated Jan. 1, 1997; accessed Jun. 25, 2025).

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Verified:
Jun. 30, 2025

§ 7521's source at ca​.gov