Utah Statutes
§ 16-10a-303 — Ultra vires.
Utah·Title 16 Corporations·Ch. 16-10a Utah Revised Business Corporation Act·Part 16-10a-3 Purposes and Powers
(1)Except as provided in Subsection (2), the validity of corporate action may not be challenged on the ground that the corporation lacks or lacked power to act.
(2)A corporation's power to act may be challenged:
(2)(a) in an action by a shareholder against the corporation to enjoin the act;
(2)(b) in an action by the corporation, directly, derivatively, or through a receiver, trustee, or other legal representative, against an incumbent or former director, officer, employee, or agent of the corporation; or
(2)(c) in an action by the attorney general under Section 16-10a-1430.
(3)In a shareholder's action under Subsection (2)(a) to enjoin an unauthorized corporate act, the court may enjoin or set aside the act, if equitable and if all affected persons are parties to the proceeding, and m
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Legislative History
Amended by Chapter 401, 2023 General Session
Nearby Sections
15
§ 16-10a-1001
Authority to amend.§ 16-10a-1002
Amendment by board of directors.§ 16-10a-1003
Amendment by board of directors and shareholders.§ 16-10a-1004
Voting on amendments by voting groups.§ 16-10a-1005
Amendment before issuance of shares.§ 16-10a-1006
Articles of amendment.§ 16-10a-1007
Restated articles of incorporation.§ 16-10a-1008
Amendment pursuant to reorganization.§ 16-10a-1008.5
Conversion to a nonprofit corporation.§ 16-10a-1008.7
Conversion to or from a domestic limited liability company.§ 16-10a-1009
Effect of amendment.§ 16-10a-101
Short title.§ 16-10a-102
Definitions.