{"data":{"id":"us-al/ala.-code-10a-2-14.05","jurisdiction":"us-al","citation":"Ala. Code § 10A-2-14.05","heading":"Effect of Dissolution.","body":"REPEALED IN THE 2019 REGULAR SESSION BY ACT 2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT.\n(a) A dissolved corporation continues its corporate existence but may not carry on any business except that appropriate to wind up and liquidate its business and affairs, including:\n(1) Collecting its assets;\n(2) Disposing of its properties that will not be distributed in kind to its shareholders;\n(3) Discharging or making provision for discharging its liabilities;\n(4) Distributing its remaining property among its shareholders according to their interests; and\n(5) Doing every other act necessary to wind up and liquidate its business and affairs.\n(b) Dissolution of a corporation does not:\n(1) Alter the limited liability status of its subscribers and shareholders under Section 10A-2-6.22, except as provided in Section 10A-1-9.22(d)(2) with respect to assets distributed to a shareholder in liquidation;\n(2) Transfer title to the corporation’s property;\n(3) Prevent transfer of its shares or securities, although the authorization to dissolve may provide for closing the corporation’s share transfer records;\n(4) Subject its directors or officers to standards of conduct different from those prescribed in Article 8;\n(5) 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;\n(6) Prevent commencement of a proceeding by or against the corporation in its corporate name;\n(7) Abate or suspend a proceeding pending by or against the corporation on the effective date of dissolution;\n(8) Terminate the authority of the registered agent of the corporation; or\n(9) Result in the corporation’s name becoming available for use by another entity under Section 10A-1-5.03 until the time for revocation of dissolution has elapsed or, in the case of a corporation administratively dissolved under Section 10A-2-14.21, the time for filing an application for reinstatement has elapsed without the filing of an application, or, if an application is filed, until its final adjudication, including all appeals.","path":["Title 10A Alabama Business and Nonprofit Entities Code.","Chapter 2 Business Corporations.","Article 14 Dissolution.","Division A Voluntary Dissolution."],"source_url":"https://alison.legislature.state.al.us/code-of-alabama?section=10A-2-14.05","current_through":"Act 2026-611","vintage":"","retrieved_at":"2026-09-03T14:01:53Z","sha256":"6719d2c039101c11863da0c92d1608594ba2f3093c993b8300d64938f9f069b5","source_id":"us-al","stale":false,"prev":"us-al/ala.-code-10a-2-14.04","next":"us-al/ala.-code-10a-2-14.20"},"notice":"GroundRules: Original legal text. Not legal advice."}