10-33-37. Removal of directors by judicial proceeding

10-33-37. Removal of directors by judicial proceeding 1. The district court of the county in which the principal executive office of a corporation 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 of shares, or the attorney general, if the court finds: a. The director engaged in fraudulent or dishonest conduct, or gross abuse of authority or discretion, with respect to the corporation; b. That the provisions of subsection 2 of section 10-33-27 have been violated; or c. Final judgment has been entered finding the director has violated section 10-33-45. 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 subdivision a of subsection 1, then the corporation must be made a party defendant. 4. If a corporation or its members commence a proceeding under subsection 1, they must give the attorney general written notice of the proceeding.