2005 Idaho Code - 30-3-44 — DERIVATIVE SUITS

                                  TITLE  30
                                 CORPORATIONS
                                  CHAPTER 3
                       IDAHO NONPROFIT CORPORATION ACT
    30-3-44.  DERIVATIVE SUITS. (1) A proceeding may be brought in the right
of a domestic or foreign corporation to procure a judgment in its favor by:
    (a)  Any member or members having five percent (5%) or more of the voting
    power or by fifty (50) members, whichever is less; or
    (b)  Any director.
    (2)  In any such proceeding, each complainant shall be a member or
director at the time of bringing the proceeding.
    (3)  A complaint in a proceeding brought in the right of a corporation
must be verified and alleged with particularity the demand made, if any, to
obtain action by the directors and either why the complainants could not
obtain the action or why they did not make the demand.  If a demand for action
was made and the corporation's investigation of the demand is in progress when
the proceeding is filed, the court may stay the suit until the investigation
is completed.
    (4)  On termination of the proceeding the court may require the
complainants to pay any defendant's reasonable expenses, including attorney's
fees, incurred in defending the suit if it finds that the proceeding was
commenced frivolously or in bad faith.
    (5)  If the proceeding on behalf of the corporation results in the
corporation taking some action requested by the complainants or otherwise was
successful, in whole or in part, or if anything was received by the
complainants as the result of a judgment, compromise or settlement of an
action or claim, the court may award the complainants reasonable expenses,
including attorney's fees.