352.240. May be proceeded against by quo warranto, when.
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352.240. May be proceeded against by quo warranto, when. — 1. The circuit court of the city or county in which any corporation organized under this chapter shall be located shall, upon proceedings by information in the nature of a quo warranto, instituted against such corporation or the officers thereof, by the attorney general or circuit attorney, at the relation of any person desiring to prosecute the same, inquire into any alleged unlawful acts of or misuser or nonuser of its franchise by such corporation, in like manner as is or may be provided by law for proceedings in case of the alleged usurpation of or intrusion into any public office by any person.
2. If, in any such proceedings, judgment of forfeiture or dissolution be rendered against such corporation, it shall be lawful for the court to provide by such judgment for the vesting of the property of such corporation, upon such dissolution or forfeiture, in a receiver or receivers, to be appointed by the court, and in his or their successors in office. Such receiver or receivers, upon giving sufficient security, to be approved by the court, for the faithful performance of his or their duties, shall succeed to the title of such corporation in and to all its property and estate, and shall hold the same in trust for the creditors thereof, and other persons who may be entitled thereto, and shall receive, collect, sue for, recover, hold, manage and dispose of the same under and pursuant to the orders of such court, to be made from time to time in that behalf, according to right and justice.
3. Any surplus remaining after paying the debts of such corporation shall, except as herein provided, be distributed among the persons who were members of such corporation at the time of such dissolution or forfeiture, or their legal representatives respectively, in equal shares, unless for good cause shown the court shall otherwise order; provided, that if upon the dissolution or forfeiture of the franchises of any corporation formed under this chapter it shall appear that any property vested in said corporation was held by it upon trust for any charitable purpose, or subject to the provisions of section 352.040 , such property or surplus shall not be distributed as above provided, but shall, by decree of such court, to be made without delay, after the debts of such corporation, if any, shall have been fully paid out of said property, be vested in one or more trustees for the charitable purpose for which such corporation held the same, or, in the case of corporations which have complied with the provisions of section 352.040 , shall be disposed of in the manner in said section provided for upon the dissolution of any such corporation.
4. And it shall be the duty of the attorney general, or circuit or prosecuting attorney of the proper circuit or county, whenever any credible person shall, in writing, make complaint to him upon affidavit of information and belief, that any corporation formed under this chapter has, in any material matter, willfully misused, or, for two years last past, has neglected to use its franchises, or has otherwise become liable to forfeit its charter, to inquire diligently into the grounds of such complaint, and upon reasonable cause shown therefor, to institute proceedings by information in the nature of a quo warranto, looking to a dissolution of such corporation and a forfeiture of its corporate rights.
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(RSMo 1939 § 5449)
Prior revisions: 1929 § 5008; 1919 § 10276; 1919 § 3444