North Dakota Code 10-19.1-72.1 – Court-ordered meeting of shareholders
1. The district court of the county where the principal executive office of a corporation is located may order a meeting to be held:
Terms Used In North Dakota Code 10-19.1-72.1
- Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
- Person: means an individual, organization, government, political subdivision, or government agency or instrumentality. See North Dakota Code 1-01-49
- Quorum: The number of legislators that must be present to do business.
a. On application of a shareholder or shareholders holding five percent or more of the voting power of all shares entitled to vote, if a meeting was not held within the earlier of:
(1) Six months after the fiscal yearend of the corporation; or
(2) Fifteen months after its last meeting; or
b. On application of a voting shareholder who signed a demand for a special meeting valid under section 10-19.1-72 or a person entitled to call a special meeting if:
(1) Notice of the special meeting was not given within thirty days after the date the demand was delivered to a corporate officer; or
(2) The special meeting was not held in accordance with the notice.
2. The court may:
a. Fix the time and place of the meeting; b. Specify a record date for determining shareholders entitled to notice of and to vote at the meeting; c. Prescribe the form and content of the meeting notice; d. Fix the quorum required for specific matters to be considered at the meeting or direct that the votes represented at the meeting constitute a quorum for action on those matters; and
e. Enter other orders necessary to accomplish the purposes of the meeting.
3. If the court orders a meeting it may also order the corporation to pay the costs of the shareholder, including reasonable attorney’s fees, incurred to obtain the order.