§ 17-16-1430 — Grounds for judicial dissolution

Wyoming § 17-16-1430

• Jurisdiction: Wyoming
• Title 17: Corporations, Partnerships and Associations
• Ch. 16: WYOMING BUSINESS CORPORATION ACT
• Art. 14: DISSOLUTION

Text

(a) The district court may dissolve a corporation:
(i) In a proceeding by the attorney general if it is
established that:
(A) The corporation obtained its articles of
incorporation through fraud; or
(B) The corporation has continued to exceed or
abuse the authority conferred upon it by law.
(ii) In a proceeding by a shareholder if it is
established that:
(A) The directors are deadlocked in the
management of the corporate affairs, the shareholders are unable
to break the deadlock, and irreparable injury to the corporation
is threatened or being suffered, or the business and affairs of
the corporation can no longer be conducted to the advantage of
the shareholders generally, because of the deadlock;
(B) The directors or those in control of the
corporation have acted, are acting, or will act in a manner that
is illegal, oppressive or fraudulent;
(C) The shareholders are deadlocked in voting
power and have failed, for a period that includes at least two
(2) consecutive annual meeting dates, to elect successors to
directors whose terms have expired; or
(D) The corporate assets are being misapplied or
wasted.
(iii) In a proceeding by a creditor if it is
established that:
(A) The creditor's claim has been reduced to
judgment, the execution on the judgment returned unsatisfied,
and the corporation is insolvent; or
(B) The corporation has admitted in writing that
the creditor's claim is due and owing and the corporation is
insolvent.
(iv) In a proceeding by the corporation to have its
voluntary dissolution continued under court supervision;
(v) In a proceeding by a shareholder, if the
corporation has abandoned its business and has failed within a
reasonable time to liquidate and distribute its assets and
dissolve.
(b) Reserved.
(c) Reserved.