(1) For purposes of this part, "derivative proceeding" means a civil suit in the right of a domestic corporation or, to the extent provided in 35-2-1307, in the right of a foreign corporation.
(2) A derivative proceeding may be commenced or maintained by a complainant who is:
(a) a director at the time of the bringing of the proceeding; or
(b) a member or members having 5% or more of the voting power or by 50 members, whichever is less. Each member must be a member at the time of the proceeding, including the time of the complained act or omission.