2006 New York Code - Actions On Behalf Of The Corporation.

 
  § 720. Actions on behalf of the corporation.
    (a) An action may be brought against one or more directors or officers
  of a corporation to procure a judgment for the following relief:
    (1) To compel the defendant to account for his official conduct in the
  following cases:
    (A)  The  neglect of, or failure to perform, or other violation of his
  duties in the management and disposition of corporate  assets  committed
  to his charge.
    (B)  The  acquisition by himself, transfer to others, loss or waste of
  corporate assets due to any neglect of, or failure to perform, or  other
  violation of his duties.
    (2)  To  set  aside  an unlawful conveyance, assignment or transfer of
  corporate assets, where the transferee knew of its unlawfulness.
    (3) To enjoin a proposed unlawful conveyance, assignment  or  transfer
  of  corporate assets, where there are reasonable grounds for belief that
  it will be made.
    (b) An action may be brought for the relief provided in  this  section
  and in paragraph (a) of section 719 (Liabilities of directors in certain
  cases)  by the attorney general, by the corporation, or, in the right of
  the corporation, by any of the following:
    (1) A director or officer of the corporation.
    (2) A receiver, trustee in bankruptcy, or judgment creditor thereof.
    (3) Under section 623 (Members' derivative action brought in the right
  of the corporation to procure a judgment in its favor), by one  or  more
  of the members thereof.
    (4)  If the certificate of incorporation or the by-laws so provide, by
  any holder of a subvention certificate or any other contributor  to  the
  corporation of cash or property of the value of $1,000 or more.
    (c)  In a corporation having no members, an action may be brought by a
  director against third parties to obtain a  judgment  in  favor  of  the
  corporation.  The  complaint  shall  set  forth  with  particularity the
  efforts of the plaintiff to secure the initiation of such action by  the
  board  or  the  reason  for  not  making  such efforts. The court in its
  discretion shall  determine  whether  it  is  in  the  interest  of  the
  corporation  that  the  action  be  maintained,  and  if  the  action is
  successful in whole or in part, what reimbursement if any should be made
  out of the corporate  treasury  to  the  plaintiff  for  his  reasonable
  expenses  including  attorney's fees, incurred in the prosecution of the
  action.