C.  Judicial
Dissolution



 



[§414-411]  Grounds for judicial
dissolution.  The circuit court may dissolve a corporation:



(1)  In a proceeding by the attorney general if it is
established that:



(A)  The corporation obtained its articles of
incorporation through fraud; or



(B)  The corporation has continued to exceed or
abuse the authority conferred upon it by law;



(2)  In a proceeding by a shareholder if it is
established that:



(A)  The directors are deadlocked in the
management of the corporate affairs, the shareholders are unable to break the
deadlock, and irreparable injury to the corporation is threatened or being
suffered, or the business and affairs of the corporation can no longer be
conducted to the advantage of the shareholders generally, because of the
deadlock;



(B)  The directors or those in control of the
corporation have acted, are acting, or will act in a manner that is illegal,
oppressive, or fraudulent;



(C)  The shareholders are deadlocked in voting
power and have failed, for a period that includes at least two consecutive
annual meeting dates, to elect successors to directors whose terms have
expired; or



(D)  The corporate assets are being misapplied
or wasted;



(3)  In a proceeding by a creditor if it is
established that:



(A)  The creditor's claim has been reduced to
judgment, the execution on the judgment returned unsatisfied, and the
corporation is insolvent; or



(B)  The corporation has admitted in writing
that the creditor's claim is due and owing and the corporation is insolvent; or



(4)  In a proceeding by the corporation to have its
voluntary dissolution continued under court supervision. [L 2000, c 244, pt of
§1]