Provisional Director San Francisco
A provisional director in San Francisco is a neutral, court-appointed professional who holds the full rights and powers of a corporate director until a board deadlock is resolved or the appointment is terminated by court order or majority shareholder vote. Authorized under California Corporations Code §308, provisional directors are frequently appointed by San Francisco courts to restore decision-making authority, break board stalemates, and protect business continuity during corporate disputes.
Who We Work With
FedReceiver, Inc. works closely with San Francisco attorneys handling corporate governance disputes where directors or shareholders are deadlocked. When company operations are at risk, the San Francisco Superior Court may appoint a provisional director under California Corporations Code §308 to preserve corporate value and prevent further harm. Our team has been appointed in cases across California where governance has broken down and judicial intervention was required.
Qualifications of a Provisional Director
California law requires that a provisional director be impartial and independent. They cannot be a shareholder, a creditor of the corporation, or related within the third degree to any director or judge presiding over the matter. FedReceiver’s professionals meet all statutory requirements and have been approved by courts throughout the state to serve as neutral, court-appointed directors. For more context, see our resource on what are the qualifications of a receiver.
Uses of a Provisional Director
Appointing a provisional director in San Francisco is often considered a less invasive alternative to receivership. Instead of assuming full control of the business, the provisional director functions as a voting board member to help resolve internal disputes. Their powers and responsibilities are defined by the court order, which also addresses compensation and terms of service. The provisional director must remain neutral, understand the underlying issues, and cast informed votes in the company’s best interests.
D&O Insurance
Unlike court-appointed receivers, provisional directors do not have quasi-judicial immunity. For this reason, it is essential that D&O insurance coverage is in place to protect the director and the business from potential claims or litigation. Companies in San Francisco considering this remedy should confirm coverage as part of the appointment process.
A Successful Provisional Director
A successful provisional director combines independent analysis, consultation with legal counsel, and reasoned judgment to provide reliable votes on contested board issues. They also work to build consensus where possible. Under California Corporations Code §308(c), the provisional director continues to serve until the deadlock is resolved or the court orders removal. For additional background on neutrality in corporate oversight, visit our guide on roles of a court receiver.
When Is a Provisional Director Needed in San Francisco?
Provisional directors are often appointed when corporations or nonprofits face governance deadlock. Common scenarios include board disputes, stalemates in voting, or an inability to conduct proper elections. In such cases, the San Francisco Superior Court may step in to appoint a neutral provisional director to restore decision-making and safeguard the organization’s operations.
Clients Who Trusted Us
Locations Served
We provide provisional director services in California.
Los Angeles, Riverside, San Francisco, San Bernardino, Sacramento, Ventura, San Diego, Orange County, and the California District Court
How we work together
Our experience, expertise, training and resources are utilized to effectuate a successful provisional directorship.
Reach out
Reach out to us via our contact page.
Set an Appointment
An initial call will allow for an initial assessment of the proposed case.
Sample Pleadings & Orders
FedReceiver has a vast library of exemplars including motions seeking appointment of provisional director, orders appointing provisional director and memorandum of points & authorities.
References
We offer excellent references with local and national law firms, accounting firms and clients.
Court Experience
Given our decades of experience and hundreds of cases, we have appeared in state/federal court and have excellent relationships with numerous courts/judges.
Review the chapter authored by Mr. Donell
Reviving the Financially Distressed Business
Reviving The Financially Distressed Business is the essential guide for business owners and corporate leaders whose companies are under—or anticipating—financial difficulties. See Chapter 11, Receiverships, written by Court Receiver Stephen Donell, CCIM, CPM
Steve Donell’s contribution to the book “Reviving a Financially Distressed Business” reflects not only his expertise as a receiver, but his sound judgment on how receivership can be used to effectively advance a financially troubled business.”
– Brian Davidoff, Esq. Author and Editor
About Our Provisional Directors Serving San Francisco
Complex corporate, partnership and LLC disputes may require appointment of provisional members.
Our professionals are frequently appointed by courts to serve as provisional directors or managers in corporate and LLC disputes. These appointments grant us full board-level authority under California Corporations Code §308 and Cal. Code Civ. Proc. §564(b)(9) to resolve deadlocks, protect company value, and ensure proper governance.
FedReceiver, Inc., founded by James Donell, is a family-operated business with decades of experience in court appointments. Our professionals have held leadership roles in the California Receivers Forum and the National Association of Federal Equity Receivers (NAFER), and regularly serve as panelists at corporate governance and receivership conferences.
President of FedReceiver, Inc., Jalmar Properties, Inc. and Donell Expert Services, Inc.
Todd D. Donell Los Angeles
Executive Vice President of FedReceiver, Inc. and Jalmar Properties, Inc.
James H. Donell Los Angeles
Founder and CEO of FedReceiver, Inc. and Jalmar Properties, Inc.
Sarah R. Bates Los Angeles
Vice President of FedReceiver, Inc. and Jalmar Properties, Inc.
