9.
| (1) The elected Directors of the Board shall be elected by the share holders of the Bank (other than the share referred to in subsection (1) of section 8) at every Annual General Meeting of the shareholders of the Bank on the basis of one member for every such eight per centum of the total issued share capital of the Bank as is held by such shareholders, so however, that the number of directors so elected shall not exceed the difference between the maximum number of directors of the Board specified under section 7 and the number of directors that may be nominated by the Minister under section 8. |
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| (2) The shareholders of the Bank who are entitled to elect any elected director under subsection (1), may at a meeting of such shareholders convened at the request of one-eighth of the number of shareholders who are entitled to elect the elected directors of the Board under subsection (1), remove an elected director from office and elect another director in his place |
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| (3) An elected director may resign his office by letter addressed to the Chairman of the Board in that behalf. |
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| (4) Where an elected director is temporarily unable to perform the duties of his office by reason of ill-health or other infirmity or absence from Sri Lanka, such director may with the concurrence of the Board appoint another person to act as his alternate at Board meetings and the person so appointed shall have a right to vote at such meetings. |
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| (5) In the event of the vacation of office by removal, death or resignation of an elected director or in the event of the number of elected directors required to be elected being increased as a result of an increase in the share holdings of the share holders (other than the shareholders referred to in subsection (1) of section 8) the Board may appoint another person to fill such vacancy or appoint a new member to the Board, as the case may be, and the person so appointed shall hold office until the first Annual General Meeting of the Bank to be held after such appointment, at which meeting he shall be eligible for re-election as a director. |
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| (6) At every Annual General Meeting of the shareholders of the Bank, one-third of the elected directors or where the number of elected directors is not three or a multiple of three, then the number nearest to one-third of that number, shall vacate office and other persons elected to, fill such vacancy or vacancies, as the case may be, unless the shareholders (other than the institutions referred to in subsection (1) of section 8) expressly resolve not to fill such vacancy or vacancies or the share holdings of the shareholders (other than the institutions referred to in subsection (1) of section 8), on the day preceding the date of such meeting do not justify the filling of such vacancy. |
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| (7) Notwithstanding the provisions of subsections (1), (5) and (6) of this section, in the event of any of the institutions referred to in subsection (1) of section 8 holding less than the percentage of issued share capital specified in respect of each of those institutions in paragraphs (a), (b) (c), (d) (e) and (f) of that subsection which entitles them to have a nominated director in the Board, such institutions shall be entitled to elect an elected director under subsections (1), (5) or (6) as the case may be together with the shareholders referred to therein. |
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| (8) The elected director or directors who shall retire under subsection (6) shall be the director or directors who have served longest in office as at the date of the Annual General Meeting referred to in that subsection but as between elected directors who have served for periods of equal length at that date, the director who shall retire shall be determined by lot drawn by the Chairman of the meeting. |
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| (9) A retiring elected director shall be eligible for reelection. |
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Sri Lanka Consolidated Acts