Minnesota Statutes 302A.757 – Action by Attorney General
Subdivision 1.When permitted.
A corporation may be dissolved involuntarily by a decree of a court in this state in an action filed by the attorney general when it is established that:
Terms Used In Minnesota Statutes 302A.757
- Amendment: A proposal to alter the text of a pending bill or other measure by striking out some of it, by inserting new language, or both. Before an amendment becomes part of the measure, thelegislature must agree to it.
- Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
- Fraud: Intentional deception resulting in injury to another.
- state: extends to and includes the District of Columbia and the several territories. See Minnesota Statutes 645.44
(a) the articles and certificate of incorporation were procured through fraud;
(b) the corporation was incorporated for a purpose not permitted by section 302A.101;
(c) the corporation failed to comply with the requirements of sections 302A.021 to 302A.155 essential to incorporation under or election to become governed by this chapter;
(d) the corporation has flagrantly violated a provision of this chapter, or has violated a provision of this chapter more than once, or has violated more than one provision of this chapter; or
(e) the corporation has acted, or failed to act, in a manner that constitutes surrender or abandonment of the corporate franchise, privileges, or enterprise.
Subd. 2.Notice to corporation; correction.
An action shall not be commenced under this section until 30 days after notice to the corporation by the attorney general of the reason for the filing of the action. If the reason for filing the action is an act that the corporation has done, or omitted to do, and the act or omission may be corrected by an amendment of the articles or bylaws or by performance of or abstention from the act, the attorney general shall give the corporation 30 additional days in which to effect the correction before filing the action.