Sec. 823.
A corporation may be dissolved by a judgment entered in an action brought in the circuit court of the county in which the principal place of business or registered office of the corporation is located by 1 or more directors or by 1 or more shareholders entitled to vote in an election of directors of the corporation, upon proof of both of the following:
(a) The directors of the corporation, or its shareholders if an agreement among the shareholders authorized by section 488 is in effect, are unable to agree by the requisite vote on material matters respecting management of the corporation's affairs, or the shareholders of the corporation are so divided in voting power that they have failed to elect successors to any director whose term has expired or would have expired upon the election and qualification of his or her successor.
(b) As a result of a condition stated in subdivision (a), the corporation is unable to function effectively in the best interests of its creditors and shareholders.
History: 1972, Act 284, Eff. Jan. 1, 1973 ;-- Am. 1989, Act 121, Eff. Oct. 1, 1989 ;-- Am. 2006, Act 63, Imd. Eff. Mar. 20, 2006
Structure Michigan Compiled Laws
Act 284 of 1972 - Business Corporation Act (450.1101 - 450.2099)
284-1972-8 - Chapter 8 Dissolution (450.1801...450.1864)
Section 450.1801 - Methods of Dissolution.
Section 450.1804 - Dissolution by Action of Board and Shareholders; Certificate of Dissolution.
Section 450.1805 - Dissolution; Execution and Filing Certificate.
Section 450.1811 - Revocation of Dissolution Proceedings; Certificate of Revocations.
Section 450.1815 - Renewal of Corporate Existence; Manner.
Section 450.1821 - Action by Attorney General for Dissolution; Grounds.
Section 450.1823 - Action by Director or Shareholder for Dissolution; Judgment; Proof.
Section 450.1825 - Repealed. 1989, Act 121, Eff. Oct. 1, 1989.
Section 450.1831 - Occurrences Dissolving Corporation.
Section 450.1833 - Corporate Existence Continued for Purpose of Winding Up Affairs.
Section 450.1841 - Repealed. 1989, Act 121, Eff. Oct. 1, 1989.
Section 450.1842 - Repealed. 1989, Act 121, Eff. Oct. 1, 1989.
Section 450.1843 - Repealed. 1989, Act 121, Eff. Oct. 1, 1989.
Section 450.1855 - Repealed. 1989, Act 121, Eff. Oct. 1, 1989.
Section 450.1861 - Implementation of Judicially Confirmed Plan of Reorganization.
Section 450.1862 - Powers of Corporation Under Judicially Confirmed Plan of Reorganization.
Section 450.1863 - Certificate or Document Filed or Recorded Pursuant to Plan of Reorganization.