P.R. Laws tit. 14, § 3562
(a) Every corporation organized in accordance with this subtitle shall have officers with such titles and duties as are provided in the bylaws of the corporation or in a resolution of the board of directors which is not inconsistent with such bylaws, and as may be necessary to allow the corporation to execute instruments and stock certificates in compliance with subsection (a)(2) of § 3503 of this title and § 3591 of this title. One of the officers shall be appointed president, chief executive officer or other analogous title. One of the officers shall record all of the minutes of all meetings of the stockholders of the corporation and of the board of directors in a book to be kept for said purposes. An officer may simultaneously hold one (1) or more of the offices established, unless the certificate of incorporation or the bylaws provide otherwise. To secure the performance of his/her duties, the board of directors may require any officer to post a bond, in the amount and with such surety or sureties as the board may provide.
(b) The officers shall be chosen in the manner and for the term provided by the bylaws or the board of directors or other directing or governing body. Every officer shall continue to hold office until replaced by his/her successor or until he/she resigns or is removed, whichever occurs first. Any officer may resign at any time through written notice or electronic communication to the corporation.
(c) The fact that the annual election of the president, secretary, treasurer and other officers is omitted shall not cause the dissolution of the corporation nor otherwise affect it.
(d) Any vacancy occurring in the corporation by death, resignation, removal or other cause shall be filled in the manner provided in the bylaws of the corporation. If such provision does not exist, the board of directors or other governing body shall fill the vacancy.
History —Dec. 16, 2009, No. 164, § 4.02.