355.141. Power to act--challenge.
Power to act--challenge.
355.141. 1. Except as provided in subsection 2 of thissection, the validity of corporate action may not be challengedon the ground that the corporation lacks or lacked power to act.
2. A corporation's power to act may be challenged in aproceeding against the corporation to enjoin an act where a thirdparty has not acquired rights. The proceeding may be brought bythe attorney general, a director, or by a member or members in aderivative proceeding.
3. A corporation's power to act may be challenged in aproceeding against an incumbent or former director, officer,employee or agent of the corporation. The proceeding may bebrought by a director, or by the corporation directly,derivatively, or through a receiver, a trustee or other legalrepresentative, or in the case of a public benefit corporation,by the attorney general.
(L. 1994 H.B. 1095)Effective 7-1-95