Nonprofit Mutual Benefit Corp. Law › CHAPTER 2. Directors and Management [7210 - 7240] › ARTICLE 2. Selection, Removal and Resignation of Directors [7220 - 7225]

California Corporations Code § 7223. Removal of Director by Courts

(Amended by Stats. 1981, Ch. 587, Sec. 29.)
Text current as of August 17, 2026, per California Legislative Information.

(a) The superior court of the proper county may, at the suit of one of the parties specified in subdivision (b), remove from office any director in case of fraudulent or dishonest acts or gross abuse of authority or discretion with reference to the corporation or breach of any duty arising as a result of Section 7238 and may bar from reelection any director so removed for a period prescribed by the court. The corporation shall be made a party to such action.

(b) An action under subdivision (a) may be instituted by any of the following:

(1) A director.

(2) In the case of a corporation where the total number of votes entitled to be cast for a director is less than 5,000, twice the authorized number (Section 5036) of members, or 20 members, whichever is less.

(3) In the case of a corporation where the total number of votes entitled to be cast for a director is 5,000 or more, twice the authorized number (Section 5036) of members, or 100 members, whichever is less.

(c) In the case of a corporation holding assets in charitable trust, the Attorney General may bring an action under subdivision (a), may intervene in such an action brought by any other party and shall be given notice of any such action brought by any other party.

Related sections: § 7238
The text of the Nonprofit Mutual Benefit Corporation Law is provided for reference and convenience only, from the California Legislative Information website (leginfo.legislature.ca.gov). It is not legal advice, and the official version of California statutes is published by the state. Statutes may have been amended after the “current as of” date shown above. Consult counsel regarding the application of any statute to your association.