(a) The superior court may dissolve a corporation: (1) 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, after written notice by the Attorney General given at least 20 days prior thereto, continued to exceed or abuse the authority conferred upon it by law; (2) In a proceeding by a member or director, if it is established that: a. The directors are deadlocked in the management of the corporate affairs, and the members, if any, are unable to break 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 members are deadlocked in voting power and have failed, for a period that includes at least two consecutive annual meeting dates, to elect successors to directors whose terms have, or would otherwise have, expired; d. The corporate assets are being misapplied or wasted; or e. The corporation is no longer able to carry out its purposes. (3) In a proceeding by a creditor if it is established that: a. The creditor's claim has been reduced to judgment and execution on the judgment has been returned unsatisfied; or b. The corporation has admitted in writing that the creditor's claim is due and owing and the corporation is insolvent. (4) In a proceeding by the corporation to have its voluntary dissolution continued under court supervision. (b) Prior to dissolving a corporation, the court shall consider whether: (1) There are reasonable alternatives to dissolution; (2) Dissolution is in the public interest, if the corporation is a charitable or religious corporation; and (3) Dissolution is reasonably necessary for the protection of the rights or interests of the members, if any.
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