{"data":{"id":"us-tn/tenn.-code-ann.-48-53-104","jurisdiction":"us-tn","citation":"Tenn. Code Ann. § 48-53-104","heading":"Ultra vires actions","body":"(a) Except as provided in subsection (b), the validity of corporate action may not be challenged on the ground that the corporation lacks or lacked power to act.\n(b) 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 proceedings may be brought by the attorney general and reporter, a director, or by a member or members in a derivative proceeding.\n(c) 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, the attorney general and reporter, or the corporation, directly, derivatively, or through a receiver, a trustee or other legal representative.","path":["TN Code","Title 48","Chapter 53"],"source_url":"https://oss-data-us.vaquill.ai/v2026.08/us_tn_statutes.parquet","current_through":"2026-08-14","vintage":"open-us-law v2026.08, retrieved 2026-09-14","retrieved_at":"2026-09-14T18:32:26Z","sha256":"a451f6668e64da35452d39d970769e7b4c21cf91b1e7c9940982142a93fc8e47","source_id":"us-tn","stale":false,"prev":"us-tn/tenn.-code-ann.-48-53-103","next":"us-tn/tenn.-code-ann.-48-53-201"},"notice":"GroundRules: Original legal text. Not legal advice."}