Known Claims Against Corporation in Dissolution

  1. Law
  2. Georgia Code
  3. Corporations, Partnerships, and Associations
  4. Business Corporations
  5. Dissolution
  6. Voluntary Dissolution
  7. Known Claims Against Corporation in Dissolution

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  1. A corporation that has filed a notice of intent to dissolve may dispose of the known claims against it by following the procedure described in this Code section.
  2. The corporation in dissolution shall notify its known claimants in writing of the dissolution proceedings at any time after the filing of the notice of intent to dissolve. The written notice must:
    1. Describe information that must be included in a claim;
    2. Provide a mailing address where a claim may be sent;
    3. State the deadline, which may not be less than six months from the effective date of the written notice, by which the dissolved corporation must receive the claim;
    4. State that the claim will be barred if not received by the deadline; and
    5. State that the corporation will give notice of acceptance or rejection of all claims that are received in timely fashion within six months of the deadline for receipt of claims.
  3. A claim against a corporation in dissolution is barred:
    1. If a claimant who was given written notice under subsection (b) of this Code section does not deliver the claim to the dissolved corporation by the deadline; or
    2. If a claimant whose claim was rejected by the dissolved corporation does not commence a proceeding to enforce the claim within one year from the effective date of the rejection notice.
  4. For purposes of this Code section, the term "claim" does not include a contingent liability or a claim based on an event occurring after the filing of the notice of intent to dissolve.

(Code 1981, §14-2-1406, enacted by Ga. L. 1988, p. 1070, § 1.)

RESEARCH REFERENCES

Am. Jur. 2d.

- 19 Am. Jur. 2d, Corporations, § 2432 et seq.

C.J.S.

- 19 C.J.S., Corporations, §§ 959, 960, 963, 964, 965, 966.

ALR.

- Availability of and time for bringing action against former director, officer, or stockholder in dissolved corporation for personal injuries incurred after final dissolution, 20 A.L.R.4th 414.


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