{"data":{"id":"us-ms/miss.-code-ann.-79-4-14.05","jurisdiction":"us-ms","citation":"Miss. Code Ann. § 79-4-14.05","heading":"Effect of dissolution.","body":"(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) Transfer title to the corporation’s property;\n(2) Prevent transfer of its shares of securities, although the authorization to dissolve may provide for closing the corporation’s share transfer records;\n(3) Subject its directors and officers to standards of conduct different from those prescribed in Article 8;\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; or\n(7) Terminate the authority of the registered agent of the corporation.","path":["Title 79. Corporations, Associations, and Partnerships","Chapter 4. Mississippi Business Corporation Act","Article 14. Dissolution.","Subarticle A. Voluntary Dissolution."],"source_url":"https://archive.org/download/gov.ms.code.ann.2018/release78.2020.07.08/gov.ms.code.title.79.odt","current_through":"2020-07-08","vintage":"Mississippi Code Release 78 (2020-07), retrieved 2026-09-17","retrieved_at":"2026-10-27T05:54:23Z","sha256":"438a0dd46c715b491509756161fe86063df993cd2ce8c2ee5119f1d9e2af620a","source_id":"us-ms","stale":false,"prev":"us-ms/miss.-code-ann.-79-4-14.04","next":"us-ms/miss.-code-ann.-79-4-14.06","notices":[{"id":"open-us-law","title":"Open US Law compilation","text":"Compilation CC BY 4.0, Open US Law (Vaquill AI). GroundRules uses only the releases published under CC BY 4.0: from v2026.09 the compilation is licensed CC BY-NC 4.0, and GroundRules does not use those releases. Each affected row names its release in its vintage label. GroundRules parsed and filtered the compilation to retain enacted text.","url":"https://huggingface.co/datasets/vaquill/open-us-law","license_url":"https://creativecommons.org/licenses/by/4.0/"},{"id":"pro-ms","title":"Mississippi Release 78 supplement","text":"Mississippi electronic product files were republished by Public.Resource.Org under a public-domain dedication. GroundRules uses enacted text from Release 78 only as a labeled supplement to the newer Open US Law rows.","url":"https://archive.org/details/gov.ms.code.ann.2018"}]},"notice":"GroundRules: Original legal text. Not legal advice."}