West Virginia Code § 31D-14-1405

Effect of dissolution
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(a) A dissolved corporation continues its corporate existence but may not carry on any
business except those 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.
(b) Dissolution of a corporation does not:
(1) Transfer title to the corporation's property;
(2) Prevent transfer of its shares or gsecurities, 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
article eight of this chapter;
(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, if any.

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