Wisconsin Code § 180.1402

Dissolution by board of directors and shareholders
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(1) (a) A corporation’s board of directors may
propose dissolution for submission to the shareholders.
(b) The board of directors may condition its submission of the
proposal for dissolution on any basis.
(2) The corporation shall notify each shareholder, whether or
not entitled to vote, of the proposed shareholders’ meeting in accordance with s. 180.0705, except the notice shall state that the
purpose, or one of the purposes, of the meeting is to consider and
to act upon dissolving the corporation.
(3) Unless this chapter, the articles of incorporation, bylaws
adopted under authority granted in the articles of incorporation
or, acting under sub. (1) (b) , the board of directors requires a
greater vote or a vote by voting groups, the proposal to dissolve is
adopted if approved by a majority of all the votes entitled to be
cast on the proposal. Dissolution is authorized upon adoption of
the proposal.

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