Tennessee § 48-18-109 Removal of directors by judicial proceeding

Tennessee Statutes

§ 48-18-109 — Removal of directors by judicial proceeding

(a)Any court of record having equity jurisdiction in the county where a corporation's principal office (or, if none in this state, its registered office) is located may remove a director of the corporation from office in a proceeding commenced either by the corporation or by its shareholders holding at least ten percent (10%) of the outstanding shares of any class if the court finds that:

(1)The director engaged in fraudulent or dishonest conduct, or gross abuse of authority or discretion, with respect to the corporation; and (2) Removal is in the best interest of the corporation.

(b)The court that removes a director may bar the director from reelection for a period prescribed by the court.

(c)If shareholders commence a proceeding under subsection (a), they shall make the corporation a

Free access — add to your briefcase to read the full text and ask questions with AI

(a) Any court of record having equity jurisdiction in the county where a corporation's principal office (or, if none in this state, its registered office) is located may remove a director of the corporation from office in a proceeding commenced either by the corporation or by its shareholders holding at least ten percent (10%) of the outstanding shares of any class if the court finds that: (1) The director engaged in fraudulent or dishonest conduct, or gross abuse of authority or discretion, with respect to the corporation; and (2) Removal is in the best interest of the corporation. (b) The court that removes a director may bar the director from reelection for a period prescribed by the court. (c) If shareholders commence a proceeding under subsection (a), they shall make the corporation a party defendant.

Tennessee § 48-18-109 (Removal of directors by judicial proceeding) — published by Counsel Stack Legal Research, free access to 12M+ legal documents.