BUSINESS CORPORATION ACT
Act 284 of 1972
450.1514 Removal of director by court.
Sec. 514.
(1) The circuit court of the county in which the principal place of business or registered office of the corporation is located may remove a director of the corporation from office in a proceeding commenced either by the corporation or by its shareholders holding at least 10% of the outstanding shares of any class if the court finds that the director engaged in fraudulent, illegal, or dishonest conduct, or gross abuse of authority or discretion, with respect to the corporation, and removal is in the best interest of the corporation.
(2) The court that removes a director may bar him or her from serving as a director of the corporation for a period prescribed by the court.
(3) If shareholders commence a proceeding under subsection (1), they shall make the corporation a party defendant.
History: Add. 1989, Act 121, Eff. Oct. 1, 1989
Notes of Decisions
Cited in
3
cases (
1 in the last 5 years), 1998–2025 · leading case:
Baks v. Moroun, 576 N.W.2d 413 (Mich. Ct. App. 1998).
Baks v. Moroun, 576 N.W.2d 413 (Mich. Ct. App. 1998).
· cites it 6× “By virtue of § 489(2), such actions are available only to shareholders of corporations whose shares are neither traded on a national securities exchange nor regularly quoted in an over-the-counter market by one or more members of a national or affiliated securities association.…”
Estes v. Idea Eng'g & Fabricating, Inc, 649 N.W.2d 84 (Mich. Ct. App. 2002).
“Moreover, if the majority’s view is correct, then the jurisdiction and venue provisions in § 489(1) would merely supplement implicit references to jurisdiction and venue in the act, MCL 450.1514; MSA 21.200(514), MCL 450.1773; MSA 21.”
Skill v. Palamarchuk (E.D. Mich. 2025).
“) On February 18, 2022, Palamarchuk and Master Beat moved for summary disposition, asking the state trial court to award damages and remove Skill as a director of Master Beat pursuant to Michigan Compiled Laws § 450.1514. (See ECF No. 11-4; ECF No. 11-9, PageID.”
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