NONPROFIT CORPORATION ACT (EXCERPT)
Act 162 of 1982
450.2825 Adjudging dissolution and liquidation of assets and affairs of corporation by circuit court in action filed by shareholder, member, or director; grounds; making order or granting relief other than dissolution.
(1) The circuit court for the county in which the registered office of the corporation is located may adjudge the dissolution of, and liquidate the assets and affairs of, a corporation, in an action filed by a shareholder, member, or director when it is established that the acts of the directors or those in control of the corporation are illegal, fraudulent, or wilfully unfair and oppressive to the corporation or to such shareholder or member or contrary to the purposes of the corporation.
(2) In an action filed by a shareholder, member, or director to dissolve the corporation on a ground enumerated in subsection (1), the circuit court upon establishment of such ground may make such order or grant such relief, other than dissolution, as it deems appropriate, including, without limitation, an order providing for any of the following:
(a) Cancellation or alteration of a provision contained in the articles of incorporation, or an amendment thereof, or in the bylaws of the corporation.
(b) Cancellation, alteration, or injunction against a resolution or other act of the corporation.
(c) Direction or prohibition of an act of the corporation or of shareholders, members, directors, officers, or other persons party to the action.
(d) In the case of shares which are transferable, purchase at their fair value of shares of a shareholder, either by the corporation or by the officers, directors, or other shareholders responsible for the wrongful acts.
History: 1982, Act 162, Eff. Jan. 1, 1983
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