RCW 24.03A.936
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/wa/title-24/chapter-24-03a/24-03a-936·A research copy — for the controlling text, always check the official state or federal source. Not legal advice.
The court may dissolve a nonprofit corporation:
(1)In a proceeding by the attorney general, if it is established that:
(a)The corporation obtained its articles through fraud; or
(b)The corporation has exceeded or abused, and is continuing to exceed or abuse, the authority conferred upon it by law; or
(c)The directors are deadlocked in the management of the corporate affairs; the members, if any, are unable to break the deadlock; and irreparable injury to the corporation or its purposes is threatened or being suffered because of the deadlock; or
(d)The corporation is misapplying or wasting property held for charitable purposes;
(2)Except as provided in the articles or bylaws, in a proceeding by fifty members or members holding at least five percent of the voting power, whichever is less, or by a director, if it is established that:
(a)The directors are deadlocked in the management of the corporate affairs; the members, if any, are unable to break the deadlock; and irreparable injury to the corporation or its mission is threatened or being suffered because of the deadlock;
(b)The directors or those in control of the corporation have acted, are acting, or have expressed intent to 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 otherwise would have, expired;
(d)The corporate assets are being misapplied or wasted; or
(e)The corporation has insufficient assets to continue its activities and it is no longer able to assemble a quorum of directors or members;
(3)In a proceeding by a creditor, if it is established that:
(a)The creditor's claim has been reduced to judgment, the execution on the judgment returned unsatisfied, and the corporation is insolvent; or
(b)The corporation has admitted in a record that the creditor's claim is due and owing and the corporation is insolvent; or
(4)In a proceeding by the corporation to have its voluntary dissolution continued under court supervision.
[ 2021 c 176 s 3605 .]
Notes:
Effective date — 2021 c 176: See note following RCW 24.03A.005 .