Washington § 23B.03.040 - Ultra vires.

Full text of Washington Revised Code of Washington § 23B.03.040 — Ultra vires., with citation guidance and answers to common questions.

§ 23B.03.040. Ultra vires.

(1) Except as provided in subsection (2) of this section, 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:
(a) In a proceeding by a shareholder against the corporation to enjoin the act;
(b) In a proceeding by the corporation, directly, derivatively, or through a receiver, trustee, or other legal representative, against an incumbent or former director, officer, employee, or agent of the corporation; or
(c) In a proceeding by the attorney general under RCW 23B.14.300.
(3) In a shareholder's proceeding under subsection (2)(a) of this section to enjoin an unauthorized corporate act, the court may enjoin or set aside the act, and may award damages for loss suffered by the corporation or another party because of enjoining or setting aside the unauthorized act.
[ 1989 c 165 s 36.]

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Frequently Asked Questions About Washington § 23B.03.040

What does Revised Code of Washington § 23B.03.040 cover?

Section 23B.03.040 ("Ultra vires.") is part of the Revised Code of Washington, the codified statutory law of Washington. It sets out the legal rule or procedure described in the text above. Statutes are amended regularly, so always verify against the official source.

How do I cite Washington § 23B.03.040?

A common citation format is "Revised Code of Washington § 23B.03.040" (Washington). Legal writing may require the code abbreviation, section number, and year or edition. Match the style required by your court, professor, or publisher.

Is this the official text of Washington law?

No. This page is for research and education and may not include the most recent amendments. For official current law, check the Washington official source linked on this page or consult a licensed Washington attorney.

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