North Dakota Code 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:
Terms Used In North Dakota Code 10-33-37
- 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.
- Defendant: In a civil suit, the person complained against; in a criminal case, the person accused of the crime.
- written: include "typewriting" and "typewritten" and "printing" and "printed" except in the case of signatures and when the words are used by way of contrast to typewriting and printing. See North Dakota Code 1-01-37
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.