Mo. Rev. Stat. » Chapter 355
Missouri Revised Statutes

Mo. Rev. Stat. § 355.141 (2026)

Power to act

✓ laws through the 2026 session (checked Sept. 2026)
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  355.141.  Power to act — challenge. — 1.  Except as provided in subsection 2 of this section, the validity of corporate action may not be challenged on the ground that the corporation lacks or lacked power to act.

  2.  A corporation's power to act may be challenged in a proceeding against the corporation to enjoin an act where a third party has not acquired rights.  The proceeding may be brought by the attorney general, a director, or by a member or members in a derivative proceeding.

  3.  A corporation's power to act may be challenged in a proceeding against an incumbent or former director, officer, employee or agent of the corporation.  The proceeding may be brought by a director, or by the corporation directly, derivatively, or through a receiver, a trustee or other legal representative, or in the case of a public benefit corporation, by the attorney general.

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(L. 1994 H.B. 1095)

Effective 7-01-95

Notes of Decisions
Cited in 4 cases, 2009–2019 · leading case: Exec. Bd. of the Missouri Baptist Convention v. Windermere Baptist Conf. Ctr., 280 S.W.3d 678 (Mo. Ct. App. 2009).
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Exec. Bd. of the Missouri Baptist Convention v. Windermere Baptist Conf. Ctr., 280 S.W.3d 678 (Mo. Ct. App. 2009). · cites it 13× “Moreover, under section 355.141, RSMo 2000, the Convention lacks standing to pursue claims against Windermere not based upon an alleged contractual relationship.”
Exec. Bd. of the Missouri Baptist Convention v. Missouri Baptist Univ. The Baptist Home, 569 S.W.3d 1 (Mo. Ct. App. 2019). · cites it 7× “The trial court erred in entering judgment against the University because the Convention lacked standing to assert its Count IV claim pursuant to § 355.141, RSMo., because claims under § 355.”
White v. Emmanuel Baptist Church, 519 S.W.3d 917 (Mo. Ct. App. 2017). · cites it 2× “Such a claim may only be asserted against a nonprofit corporation in the manner provided by section 355.141, which provides, in pertinent part, as follows: 1.”
Exec. Bd. of the Missouri Baptist Convention v. Missouri Baptist Found., 497 S.W.3d 785 (Mo. Ct. App. 2016). “12 The Foundation’s primary standing argument relies on provisions of Chapter 355 of the Revised Statutes, specifically §§ 355.141 and 355.606. Those provisions are inapplicable here.”
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