355.356. Removal of director by court. - Missouri Statutes

Removal of director by court.

355.356. 1. The circuit court of the county where acorporation's principal office is located may remove any directorof the corporation from office in a proceeding commenced eitherby the corporation, its members holding at least ten percent ofthe voting power of any class, or the attorney general in thecase of a public benefit corporation if the court finds that:

(1) The director engaged in fraudulent or dishonestconduct, or gross abuse of authority or discretion, with respectto the corporation, or a final judgment has been entered findingthat the director has violated a duty set forth in sections355.416 to 355.426; and

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

2. The court that removes a director may bar the directorfrom serving on the board for a period prescribed by the court.

3. If members or the attorney general commence a proceedingunder subsection 1 of this section, the corporation shall be madea party defendant.

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

(L. 1994 H.B. 1095)

Effective 7-1-95