Effect of dissolution

1. Law
2. Mississippi Code
3. Corporations, Associations, and Partnerships
4. Mississippi Business Corporation Act
5. Dissolution
6. Voluntary Dissolution
7. Effect of dissolution

A dissolved corporation continues its corporate existence but may not carry on any business except that appropriate to wind up and liquidate its business and affairs, including:

1. Collecting its assets;
2. Disposing of its properties that will not be distributed in kind to its shareholders;
3. Discharging or making provision for discharging its liabilities;
4. Distributing its remaining property among its shareholders according to their interests; and
5. Doing every other act necessary to wind up and liquidate its business and affairs.
6. Abate or suspend a proceeding pending by or against the corporation on the effective date of dissolution; or
7. Terminate the authority of the registered agent of the corporation.

Dissolution of a corporation does not:

Transfer title to the corporation's property;

Prevent transfer of its shares of securities, although the authorization to dissolve may provide for closing the corporation's share transfer records;

Subject its directors and officers to standards of conduct different from those prescribed in Article 8;

Change quorum or voting requirements for its board of directors or shareholders; change provisions for selection, resignation or removal of its directors or officers or both; or change provisions for amending its bylaws;

Prevent commencement of a proceeding by or against the corporation in its corporate name;

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