Current through the 2023 Legislative Sessions
Section 10-33-37 - Removal of directors by judicial proceeding1. The district court of the county in which the principal executive office of a corporation is located may remove any director of the corporation from office in a proceeding commenced either by the corporation, its members holding at least ten percent of the voting power of any class of shares, or the attorney general, if the court finds: a. The director engaged in fraudulent or dishonest conduct, or gross abuse of authority or discretion, with respect to the corporation;b. That the provisions of subsection 2 of section 10-33-27 have been violated; orc. Final judgment has been entered finding the director has violated section 10-33-45.2. The court that removes a director may bar the director from serving on the board for a period prescribed by the court.3. If members or the attorney general commence a proceeding under subdivision a of subsection 1, then the corporation must be made a party defendant.4. If a corporation or its members commence a proceeding under subsection 1, they must give the attorney general written notice of the proceeding.