Section 355.141

Title XXIII CORPORATIONS, ASSOCIATIONS AND PARTNERSHIPS

Chapter 355

Effective - 01 Jul 1995, see footnote   

  355.141.  Power to act — challenge. — 1.  Except as provided in subsection 2 of this section, the validity of corporate action may not be challenged on the ground that the corporation lacks or lacked power to act.

  2.  A corporation's power to act may be challenged in a proceeding against the corporation to enjoin an act where a third party has not acquired rights.  The proceeding may be brought by the attorney general, a director, or by a member or members in a derivative proceeding.

  3.  A corporation's power to act may be challenged in a proceeding against an incumbent or former director, officer, employee or agent of the corporation.  The proceeding may be brought by a director, or by the corporation directly, derivatively, or through a receiver, a trustee or other legal representative, or in the case of a public benefit corporation, by the attorney general.

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(L. 1994 H.B. 1095)

Effective 7-01-95