§414D-90  Derivative suits.  (a)  Aproceeding may be brought on behalf of a domestic or foreign corporation toprocure a judgment in its favor by any member or members having five per centor more of the voting power, or by fifty members, whichever is less, or anydirector.

(b)  In any such proceeding, each complainantshall be a member or director at the time the proceeding is initiated.

(c)  A complaint in a proceeding brought onbehalf of a corporation shall be verified and allege with particularity thedemand made, if any, to obtain action by the directors, and either why thecomplainants could not obtain the action or why they did not make the demand. If a demand for action was made and the corporation's investigation of thedemand is in progress when the proceeding is filed, the court may stay the suituntil the investigation is completed.

(d)  On termination of the proceeding, thecourt may require the complainants to pay any defendant's reasonable expenses(including counsel fees) incurred in defending the suit if it finds that theproceeding was commenced frivolously or in bad faith.

(e)  If the proceeding on behalf of thecorporation results in the corporation taking some action requested by thecomplainants or otherwise is successful, in whole or in part, or if anythingwas received by the complainants as the result of a judgment, compromise, orsettlement of an action or claim, the court may award the complainantsreasonable expenses (including counsel fees).

(f)  The complainants shall notify the attorneygeneral within ten days after commencing any proceeding under this section ifthe proceeding involves a public benefit corporation. [L 2001, c 105, pt of §1;am L 2004, c 171, §6]