South Carolina Statutes
§ 33-31-304 — Ultra vires.
South Carolina·Title 33 CORPORATIONS, PARTNERSHIPS AND ASSOCIATIONS·Ch. 31 SOUTH CAROLINA NONPROFIT CORPORATION ACT
(a)Except as provided in subsection (b), the validity of corporate action may not be challenged on the ground that the corporation lacks or lacked power to act.
(b)A corporation's power to act may be challenged in a proceeding against the corporation to enjoin an act where a third party has not acquired rights. The proceeding may be brought by the Attorney General, a director, or by a member or members in a derivative proceeding.
(c)A corporation's power to act may be challenged in a proceeding against an incumbent or former director, officer, employee, or agent of the corporation. The proceeding may be brought by a director, the corporation, directly, derivatively, or through a receiver, a trustee, or other legal representative, or in the case of a public benefit corporation, by the At
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Legislative History
HISTORY: 1994 Act No. 384, SECTION 1.
Nearby Sections
15
§ 33-31-1001
Authority to amend articles of incorporation.§ 33-31-1002
Amendment of articles by directors.§ 33-31-1003
Amendment of articles by directors and members.§ 33-31-1004
Class voting by members on amendments.§ 33-31-1005
Articles of amendment.§ 33-31-1006
Restated articles of incorporation.§ 33-31-1007
Amendment pursuant to judicial reorganization.§ 33-31-1008
Effect of amendment and restatement.§ 33-31-101
Short title.§ 33-31-102
Reservation of power to amend or repeal.§ 33-31-1020
Amendment of bylaws by directors.§ 33-31-1022
Class voting on bylaw amendment by members.