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Current as of April 06, 2022 | Updated by FindLaw Staff
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.
Cite this article: FindLaw.com - Washington Revised Code Title 24. Corporations and Associations (Nonprofit) § 24.03A.936. Judicial dissolution - last updated April 06, 2022 | https://codes.findlaw.com/wa/title-24-corporations-and-associations-nonprofit/wa-rev-code-24-03a-936/
FindLaw Codes may not reflect the most recent version of the law in your jurisdiction. Please verify the status of the code you are researching with the state legislature or via Westlaw before relying on it for your legal needs.
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