Limitations on effect of dissolution.

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47-1A-1405.1. Limitations on effect of dissolution.

Dissolution of a corporation does not:

(1)Transfer title to the corporation's property;

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

(3)Subject its directors or officers to standards of conduct different from those prescribed in §§47-1A-801 to 47-1A-863.3, inclusive;

(4)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;

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

(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.

Source: SL 2005, ch 239, §317.


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