A dissolved corporation continues its corporate existence but shall not carry on any activities except that appropriate to wind up and liquidate its business and affairs, including: Collecting its assets; Disposing of its properties that will not be distributed in kind to its shareholders; Discharging or making provision for discharging its liabilities; Distributing its remaining property among its shareholders according to their interests; and Doing every other act necessary to wind up and liquidate its activities and affairs. Dissolution of a corporation shall not: Transfer title to the corporation’s property; Prevent transfer of its shares or securities, although the authorization to dissolve may provide for closing the corporation’s share transfer records; Subject its directors or officers to standards of conduct different from those prescribed in subchapter VI of this chapter ; Change: Quorum or voting requirements for its board of directors or shareholders; Provisions for selection, resignation, or removal of its directors or officers, or both; Provisions for amending its bylaws; Prevent commencement of a proceeding by or against the corporation in its corporate name; Abate or suspend a proceeding pending by or against the corporation on the effective date of dissolution; or Terminate the authority of the registered agent of the corporation.
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