{"data":{"id":"us-mo/mo.-rev.-stat.-351.476","jurisdiction":"us-mo","citation":"Mo. Rev. Stat. § 351.476","heading":"Effect of dissolution.","body":"1. 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.\n2. Dissolution of a corporation does not:\n(1) Transfer title to the corporation's property;\n(2) Prevent transfer of its shares or securities, although the authorization to dissolve may provide for closing the corporation's share transfer records;\n(3) Subject its directors or officers to standards of conduct different from those applicable to directors and officers of a corporation which has not been dissolved; provided that any such officer or director who conducts business on behalf of the corporation except as provided in this section shall be personally liable for any obligation so incurred;\n(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;\n(5) Prevent commencement of a proceeding by or against the corporation in its corporate name;\n(6) Abate or suspend a proceeding pending by or against the corporation on the effective date of dissolution;\n(7) Terminate the authority of the registered agent of the corporation; or\n(8) Make available for use by others its corporate name for a period of one year from the effective date of its dissolution.","path":["Title XXIII - CORPORATIONS, ASSOCIATIONS AND PARTNERSHIPS","Chapter 351 - General and Business Corporations"],"source_url":"https://revisor.mo.gov/main/OneSection.aspx?section=351.476","current_through":"2026 legislative session (floor)","vintage":"","retrieved_at":"2026-09-03T22:23:27Z","sha256":"f79aed6d81b1c3c1bd51eb22b44980b1ce3b83225da8b11c558bfdbed1a66fe0","source_id":"us-mo","stale":false,"prev":"us-mo/mo.-rev.-stat.-351.474","next":"us-mo/mo.-rev.-stat.-351.478"},"notice":"GroundRules: Original legal text. Not legal advice."}