A. CompSource Mutual Insurance Company shall be governed by a Board of Directors composed of ten (10) members, all of whom shall be citizens of the state. The Board of Directors shall be composed of:

1. The Lieutenant Governor or a designee;

2. The State Auditor and Inspector or a designee;

3. One member appointed by the Governor;

4. One member appointed by the Speaker of the House of Representatives;

5. One member appointed by the President Pro Tempore of the Senate;

6. Four members shall be elected by the Company's policyholders. Such members shall not be from state agencies, but should come from the private business sector; and

7. The Chief Executive Officer of the Company shall be an ex officio, nonvoting member.

B. Other than the Chief Executive Officer of the Company, the Lieutenant Governor or a designee, and the State Auditor and Inspector or a designee, the members of the Board of Directors shall serve staggered six-year terms expiring July 1. An appointed or elected Director whose term has expired shall continue to serve until the Director's replacement is elected by the policyholders or appointed by the appointing authority, or until such time as the Director is reelected or reappointed, as applicable. If the Lieutenant Governor or State Auditor and Inspector selects a designee, that designee shall continue to serve until the Lieutenant Governor or State Auditor and Inspector replaces the designee or assumes the position on the Company's Board of Directors.

C. If an appointed Director's position becomes vacant, the officer who appointed the outgoing Director in subsection A of this section shall appoint a new Director to the Board. A vacancy in the elected Directors shall be filled as provided by the Company's bylaws. If a vacancy occurs before the date on which the vacating Director's term is set to expire, the successor Director shall be elected or appointed for a term to expire on the same date as the vacating Director's term.

Added by Laws 2013, c. 254, § 4.