[§414D-140] Removal of directors by judicial proceeding.
(a) 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 or its members holding at least ten per cent of the voting power of any class, if the court finds that with respect to the corporation, the director's removal is in the best interest of the corporation due to:(1) The director's fraudulent or dishonest conduct;
(2) The director's gross abuse of authority or discretion; or
(3) A final judgment finding that the director has violated a duty set forth in sections 414D-149 and 414D-152, and that removal is in the best interest of the corporation.
(b) The court that removes a director may bar the director from serving on the board for a period prescribed by the court.
(c) If members commence a proceeding under subsection (a), the corporation shall be made a party defendant. [L 2001, c 105, pt of §1]