D.C. Code § 29-312.05: Effect of dissolution.
Where this section sits in the code
- Title 29. Business Organizations. [Enacted title]
- Chapter 3. Business Corporations.
- Subchapter XII. Dissolution.
- Part A. Voluntary Dissolution.
(a)
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:
(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 activities and affairs.
(b)
Dissolution of a corporation shall 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 subchapter VI of this chapter;
(4)
Change:
(A)
Quorum or voting requirements for its board of directors or shareholders;
(B)
Provisions for selection, resignation, or removal of its directors or officers, or both;
(C)
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.
Collected 2026-08-29T05:44:07Z. Source file · JSON