(A) The directors or those in control of the corporation have or will have conducted the business and affairs of the corporation in a manner which is not in good faith and which is unfair or oppressive as to the petitioner. Such conduct shall include, but shall not be limited to unfairly depriving the shareholder of the benefit of his or her investment in preference to other shareholders by failing to pay dividends which in good faith ought to be paid, or using the payment of wages as an unfair device to divert income from the petitioner.

(B) Conditions exist that would be grounds for dissolution of the corporation under Chapter 06.10.

(A) Canceling, altering or enjoining any resolution or other act of the corporation;

(B) Directing or prohibiting any act of the corporation or of shareholders, directors, officers, or other persons party to the action;

(C) Canceling or altering any provision contained in the articles of incorporation or by-laws of the corporation;

(D) Removing from office any director or officer, or ordering that a person be appointed a director or officer;

(E) Requiring an accounting with respect to any matters in dispute;

(F) Appointing a custodian to manage the business and affairs of the corporation;

(G) Appointing a provisional director who shall have all the rights, powers, and duties of a duly elected director and shall serve for the term and under the conditions established by the court;

(H) Ordering the payment of dividends;

(I) If the court finds the relief specified in the above paragraphs (A) through (H) is or would be inadequate or inappropriate, ordering that the corporation is liquidated and dissolved unless either the corporation or one or more of the remaining shareholders has purchased all of the shares of another shareholder at their fair value by a designated date, with the fair value and terms of the purchase to be determined as provided by subsection (5) of this chapter. In the event the share purchase is not consummated and the corporation is dissolved and liquidated, any shareholder whose shares were to be purchased shall have the same rights and priorities in the assets of the corporation as would have been the case had no purchase been ordered by the Tribal Council or a Court of competent jurisdiction.

(J) Awarding damages to any aggrieved party in addition to or in lieu of any other relief granted. In determining whether to enter a judgment under the above paragraph (I), the Tribal Council or a Court of competent jurisdiction shall take into consideration the financial condition of the corporation but shall not refuse to order liquidation solely on the grounds that the corporation has earned surplus or current operating profits.

(A) Proceed to determine the fair value of the shares to be purchased, considering the going concern value of the corporation, any agreement among the same or all of the shareholders fixing a price or specifying a formula for determining the value of the corporation’s shares for any purpose, the recommendations of any appraisers appointed by the Tribal Council or a Court of competent jurisdiction, any legal constraints on the ability of the corporation to acquire the shares to be purchased, and other relevant evidence.

(B) Enter a decree specifying the identity of the purchaser and the terms of the purchase found to be proper under the circumstances, including such provisions as are deemed proper concerning payment of the purchase price in two or more installments, payment of interest on the installments, subordination of the obligation to the rights of other creditors of the corporation, security for the deferred purchase price, and a covenant not to compete or other restriction on the selling shareholder.

(C) Order that the selling shareholder shall, concurrently with the payment of the purchase price, or in the event of an installment purchase concurrently with the payment of the initial payment called for in the order make delivery of all his or her shares and from that date have no rights or claims against the corporation or its directors, officers, or shareholders by reason of his or her having been a director, officer, or shareholder of the corporation, except the right to receive the unpaid balance of the amount awarded under this section and any amounts due under any agreement with the corporation or the remaining shareholders that are not terminated by the Tribal Council or a Court of competent jurisdiction orders.

(4) Order that if the purchase is not completed in accordance with the Tribal Council or a Court of competent jurisdiction decision, the corporation shall be liquidated.