A. When may the attorney general of a state seek to dissolve a corporation?

Question

b. When may the shareholders of a corporation seek to dissolve it?
c. When may the creditors of a corporation seek to dissolve it?

Answer 1

a.
An attorney general may seek to dissolve a corporation if it is proved that the corporate charter was obtained through fraud or misrepresentation or that the corporation has continued to abuse or to exceed the authority conferred on it by law, such as in committingultra vires acts.

?

b.
A corporation may be dissolved in a proceeding brought by a shareholder if it is established that 1. the directors are deadlocked in the management of the corporate affairs, the shareholders are unable to break the deadlock, and the corporation is threatened with or suffering irreparable injury; 2. the acts of the directors or those in control of the corporation are illegal, oppressive, or fraudulent; 3. the corporate assets are being misapplied or wasted; or 4. the shareholders are deadlocked and have failed to elect directors for at least two consecutive annual meetings.

?

c. A creditor may bring a court action to dissolve the corporation on showing that the corporation has become unable to pay its debts and obligations as they mature in the regular course of its business and either 1. the creditor has reduced his claim to a judgment and an execution issued on it has been returned unsatisfied; or 2. the corporation has admitted in writing that the claim of the creditor is due and owing.