Section 809 - Removal of directors by judicial proceeding1.Removal by Superior Court. The Superior Court of the county where a corporation's principal office or, if there is no principal office in this State, of Kennebec County may remove a director of the corporation from office in a proceeding commenced by or in the right of the corporation if the court finds that:A. The director engaged in fraudulent conduct with respect to the corporation or its shareholders, grossly abused the position of director or intentionally inflicted harm on the corporation; and [2001, c. 640, Pt. A, §2(NEW); 2001, c. 640, Pt. B, §7(AFF).]B. Considering the director's course of conduct and the inadequacy of other available remedies, removal would be in the best interest of the corporation. [2001, c. 640, Pt. A, §2(NEW); 2001, c. 640, Pt. B, §7(AFF).] [2007, c. 323, Pt. C, §14(AMD); 2007, c. 323, Pt. G, §4(AFF).]
2.Comply with requirements. A shareholder proceeding on behalf of the corporation under subsection 1 shall comply with all of the requirements of chapter 7, subchapter IV, except section 752, subsection 1. [2001, c. 640, Pt. A, §2(NEW); 2001, c. 640, Pt. B, §7(AFF).]
3.Bar from reelection. The court, in addition to removing the director, may bar the director from reelection for a period prescribed by the court. [2001, c. 640, Pt. A, §2(NEW); 2001, c. 640, Pt. B, §7(AFF).]
4.Other relief. This section does not limit the equitable powers of the court to order other relief. [2001, c. 640, Pt. A, §2(NEW); 2001, c. 640, Pt. B, §7(AFF).]
2001, c. 640, §A2 (NEW) . 2001, c. 640, §B7 (AFF) . 2007, c. 323, Pt. C, §14 (AMD) . 2007, c. 323, Pt. G, §4 (AFF) .