35-8.05 Dissolution By Shareholders-Grounds.
(a) The superior courts may dissolve a corporation in a proceeding by a shareholder if it is
established that:
(1) The directors are deadlocked in the management of the corporate affairs, the
shareholders are unable to break the deadlock, and 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, because of the
deadlock;
(2) 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;
(3) 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, and 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, because of the deadlock;
(4) The corporate assets are being misapplied or wasted; or
(5) The corporation has ceased all business activity and has failed, within a reasonable time,
to dissolve, to liquidate its assets, or to distribute its remaining assets among its
shareholders;
(b) A court in a proceeding brought to dissolve a corporation may issue injunctions, appoint a
receiver or custodian pendente lite with all powers and duties the court directs, take other action
required to preserve the corporate assets wherever located, and carry on the business of the
corporation until a full hearing can be held.
Legislative History-Enacted, 5/19/03, Resolu. 2003-337; Readopted 8/01/06, Resolu. 2006-524.
Section 35-9 Registered Agent
35-9.01 Registered Agent Required. Each corporation shall have and continuously maintain on the
Reservation a registered agent, which agent may be: either an individual resident on the Reservation or a
corporation authorized by the Articles of Incorporation to act as such agent and authorized to transact
business on the Reservation.
Legislative History-Enacted, 5/19/03, Resolu. 2003-337; Readopted 8/01/06, Resolu. 2006-524.
35-9.02 Change.
(a) A corporation may change its registered agent by filing with the Tribe a statement setting forth:
(1) The name of the corporation;
(2) The name and address of its then registered agent;
(3) The name and address of its successor registered agent;
(4) The date upon which such change shall take effect; and
(5) That such change was authorized by Resolution duly adopted by its Board of Directors
or was authorized by an officer of the corporation duly empowered to make such
change.
(b) The change of registered agent shall become effective upon the filing of such statement by the
Tribe.
(c) Any registered agent of a corporation may resign as such agent upon filing a written notice
thereof with the Tribe, which shall forthwith mail a copy thereof to the corporation at its
principal office on the Reservation as shown on the records of the Tribe.
(1) The appointment of such agent shall terminate upon the expiration of 30 days after
receipt of such notice by the Tribe or upon the appointment of a successor agent
becoming effective, whichever occurs first.
(2) No fee or charge of any kind shall be imposed with respect to a filing under this
subsection.
(d) A registered agent may change his or her address by filing with the Tribe a statement setting
forth:
(1) The name of the registered agent;
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Revised Spokane Law & Order Code, 5/14/2013