The circuit court for the county where the corporation‘s principal office or, if none in this state, its registered office is or was last located may dissolve a corporation in a proceeding:

Terms Used In Wisconsin Statutes 180.1430

  • Assets: (1) The property comprising the estate of a deceased person, or (2) the property in a trust account.
  • 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.
  • Following: when used by way of reference to any statute section, means the section next following that in which the reference is made. See Wisconsin Statutes 990.01
  • Fraud: Intentional deception resulting in injury to another.
  • in writing: includes any representation of words, letters, symbols or figures. See Wisconsin Statutes 990.01
  • State: when applied to states of the United States, includes the District of Columbia, the commonwealth of Puerto Rico and the several territories organized by Congress. See Wisconsin Statutes 990.01
   (1)   By the attorney general, if any of the following is established:
      (a)    That the corporation obtained its articles of incorporation through fraud.
      (b)    That the corporation has continued to exceed or abuse the authority conferred upon it by law.
   (2)   By a shareholder, if any of the following is established:
      (a)    That the directors are deadlocked in the management of the corporate affairs, the shareholders are unable to break the deadlock and, because of the deadlock, either irreparable injury to the corporation is threatened or being suffered or the business and affairs of the corporation can no longer be conducted to the advantage of the shareholders generally.
      (b)    That the directors or those in control of the corporation have acted, are acting or will act in a manner that is illegal, oppressive or fraudulent.
      (c)    That the shareholders are deadlocked in voting power and have failed, for a period that includes at least 2 consecutive annual meeting dates, to elect successors to directors whose terms have expired or would have expired upon the election and, if necessary, qualification of their successors.
      (d)    That the corporate assets are being misapplied or wasted.
   (3)   By a creditor, if any of the following is established:
      (a)    That the creditor’s claim has been reduced to judgment, the execution on the judgment returned unsatisfied and the corporation is insolvent.
      (b)    That the corporation has admitted in writing that the creditor’s claim is due and owing and the corporation is insolvent.
   (4)   By the corporation, to have its voluntary dissolution continued under court supervision.
   (5)   Under s. 946.87.

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