{"data":{"id":"us-ky/krs-271b.14-050","jurisdiction":"us-ky","citation":"KRS 271B.14-050","heading":"Effect of dissolution.","body":"(1) A dissolved corporation shall continue its corporate existence but may not carry on\nany business except that appropriate to wind up and liquidate its business and\naffairs, including:\n(a) Collecting its assets;\n(b) Disposing of its properties that will not be distributed in kind to its\nshareholders;\n(c) Discharging or making provision for discharging its liabilities, including as\nappropriate, entering into agreements with creditors for the satisfaction\nthereof;\n(d) Distributing its remaining property among i ts shareholders according to their\ninterests; and\n(e) Doing every other act necessary to wind up and liquidate its business and\naffairs.\n(2) Dissolution of a corporation shall not:\n(a) Transfer title to the corporation's property;\n(b) Prevent transfer of i ts shares or securities, although the authorization to\ndissolve may provide for closing the corporation's share transfer records;\n(c) Subject its directors or officers to standards of conduct different from those\nprescribed in Subtitle 8 of this chapter;\n(d) Change quorum or voting requirements for its board of directors or\nshareholders; change provisions for selection, resignation, or removal of its\ndirectors or officers or both; or change provisions for amending its bylaws;\n(e) Prevent commencement of a p roceeding by or against the corporation in its\ncorporate name;\n(f) Abate or suspend a proceeding pending by or against the corporation on the\neffective date of dissolution;\n(g) Terminate the authority of the registered agent of the corporation;\n(h) Alter the obligations and responsibilities of the corporation as prescribed by\napplicable federal or state law with regard to the filing or examination of all\nfederal and state tax returns or the payment, assessment, or collection of any\nfederal or state tax due with respect to those returns; or\n(i) Abate or suspend KRS 271B.6-220.","path":[],"source_url":"https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=40434","current_through":"Includes enactments through the 2026 Regular Session","vintage":"09/05/2026","retrieved_at":"2026-09-05T20:53:20Z","sha256":"937044b674a19498cdc2195609d72140ea73959906d3934b124b24dac249f722","source_id":"us-ky","stale":false,"prev":"us-ky/krs-271b.14-040","next":"us-ky/krs-271b.14-060"},"notice":"GroundRules: Original legal text. Not legal advice."}