{"data":{"id":"us-hi/haw.-rev.-stat.-414d-252","jurisdiction":"us-hi","citation":"Haw. Rev. Stat. § 414D-252","heading":"Grounds for judicial dissolution.","body":"(a) The court may dissolve a corporation in a proceeding by the attorney general if it is established that:\n\n(1) The corporation obtained its articles of incorporation through fraud;\n\n(2) The corporation has continued to exceed or abuse the authority conferred upon it by law;\n\n(3) The corporation is a public benefit corporation and the corporate assets are being misapplied or wasted; or\n\n(4) The corporation is a public benefit corporation and is no longer able to carry out its activities.\n\n(b) In a proceeding by fifty members or members holding five per cent of the voting power, whichever is less, or by a director or any person specified in the articles, the court may dissolve a corporation if it is established that:\n\n(1) The directors are deadlocked in the management of the corporate affairs, and the members, if any, are unable to breach the deadlock;\n\n(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;\n\n(3) The members are deadlocked in voting power and have failed, for a period that includes at least two consecutive annual meeting dates, to elect successors to directors whose terms have, or would otherwise have, expired; or\n\n(4) The corporate assets are being misapplied or wasted.\n\n(c) The court may dissolve a corporation in a proceeding by a creditor if it is established that:\n\n(1) The creditor's claim has been reduced to judgment, the execution on the judgment returned unsatisfied, and the corporation is insolvent; or\n\n(2) The corporation has admitted in writing that the creditor's claim is due and owing and the corporation is insolvent.\n\n(d) The court may dissolve a corporation in a proceeding by the corporation to have its voluntary dissolution continued under court supervision.\n\n(e) Prior to dissolving a corporation, the court shall consider whether there are reasonable alternatives to dissolution, whether dissolution is in the public interest, provided the corporation serves a public purpose, and whether dissolution is the best way of protecting the interests of members.","path":["HI Code","Division 2","Title 23","Chapter 414D"],"source_url":"http://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0414D/HRS_0414D-0252.htm","current_through":"2026-08-14","vintage":"open-us-law v2026.08, retrieved 2026-09-14","retrieved_at":"2026-09-14T18:32:11Z","sha256":"f0d7be0f232adc706420477af713308b6c6ecef6d79c26aaeb713d104b0a9a01","source_id":"us-hi","stale":false,"prev":"us-hi/haw.-rev.-stat.-414d-251","next":"us-hi/haw.-rev.-stat.-414d-253"},"notice":"GroundRules: Original legal text. Not legal advice."}