Removal of directors by judicial proceeding.

(1) Grounds for removal. The circuit court for the county where a corporation’s principal office is located may remove a director of the corporation from office in a proceeding commenced either by the corporation or by its members holding at least 10 percent of the voting power of any class, if the court finds all of the following: (a) That the director engaged in fraudulent or dishonest conduct, or gross abuse of authority or a final judgment has been entered finding that the director has violated a fiduciary duty or a duty under ss. 181.0831 to 181.0833. (b) That removal is in the best interest of the corporation. (2) Bar from serving. A court that removes a director may bar the director from serving on the board for a period prescribed by the court. (3) Corporation as defendant. If members commence a proceeding under sub. (1), the corporation shall be made a party defendant. History: 1997 a. 79.