2012 South Dakota Codified Laws
Title 47 CORPORATIONS
Chapter 26. Nonprofit Corporations--Dissolution And Liquidation
§47-26-22 Power of court in liquidation proceedings--Actions by member or director.
47-26-22. Power of court in liquidation proceedings--Actions by member or director. Courts of equity shall have full power to liquidate the assets and affairs of a corporation in an action by a member or director when it is made to appear:
(1) That the directors are deadlocked in the management of the corporate affairs and that irreparable injury to the corporation is being suffered or is threatened by reason thereof, and either that the members are unable to break the deadlock or there are no members having voting rights; or
(2) That the acts of the directors or those in control of the corporation are illegal, oppressive, or fraudulent; or
(3) That the members entitled to vote in the election of directors are deadlocked in voting power and have failed for at least two years to elect successors to directors whose terms have expired or would have expired upon the election of their successors; or
(4) That the corporate assets are being misapplied or wasted; or
(5) That the corporation is unable to carry out its purposes.
Source: SL 1965, ch 24, § 56 (1).
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