Section 355.356

Title XXIII CORPORATIONS, ASSOCIATIONS AND PARTNERSHIPS

Chapter 355

Effective - 01 Jul 1995, see footnote   

  355.356.  Removal of director by court. — 1.  The circuit court of the county where a corporation's principal office 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, or the attorney general in the case of a public benefit corporation if the court finds that:

  (1)  The director engaged in fraudulent or dishonest conduct, or gross abuse of authority or discretion, with respect to the corporation, or a final judgment has been entered finding that the director has violated a duty set forth in sections 355.416 to 355.426; and

  (2)  Removal is in the best interest of the corporation.

  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 subsection 1 of this section, the corporation shall be made a party defendant.

  4.  If a public benefit corporation or its members commence a proceeding under subsection 1 of this section, they shall give the attorney general written notice of the proceeding.

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(L. 1994 H.B. 1095)

Effective 7-01-95