(a) The business affairs of a cooperative shall be managed by a board of directors consisting of not fewer than five (5) in number, which shall exercise all the powers of a cooperative except those which are conferred upon the members by this subchapter, by the articles of incorporation, by its certificate of incorporation, or by the bylaws of the cooperative.
(b) Each of the directors shall be a member of the cooperative.
(c) (1) The bylaws shall prescribe the number of directors, their qualifications other than those prescribed in this subchapter, the manner of holding meetings of the board of directors, and the manner of electing successors to directors who resign, die, are removed, or otherwise are incapable of acting.
(2) The bylaws may also provide for the removal of directors from office and for the election of their successors.
(d) The directors shall be members of the cooperative and shall be entitled to such compensation, benefits, and reimbursement for expenses actually and necessarily incurred.
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