Neb. Rev. Stat. § 21-276

(MBCA 7.41) A shareholder may not commence or maintain a derivative proceeding unless the shareholder: (1) Was a shareholder of the corporation at the time of the act or omission complained of or became a shareholder through transfer by operation of law from one who was a shareholder at that time; and (2) Fairly and adequately represents the interests of the corporation in enforcing the right of the corporation.