{"data":{"id":"us-nj/n.j.-stat.-14a-12-3","jurisdiction":"us-nj","citation":"N.J. Stat. § 14A:12-3","heading":"Dissolution without a meeting of shareholders","body":"Dissolution without a meeting of shareholders.\nA corporation may be dissolved by the consent of all its shareholders entitled to vote thereon.  Notice of dissolution pursuant to this section shall be provided to all shareholders not entitled to vote thereon, not less than 10 nor more than 60 days before the filing of the certificate of dissolution, in the manner provided in this act for the giving of notice of meetings of shareholders.  To effect such dissolution, all shareholders entitled to vote thereon shall sign and file in the office of the Secretary of State a certificate of dissolution which shall state\n(a) \tthe name of the corporation;\n(b) \tthe name of the registered agent of the corporation;\n(c) \tthe location of the registered office of the corporation;\n(d) \tthe names of its directors and officers;\n(e) \tthat the corporation is dissolved; and\n(f) \tthat the certificate has been signed in person or by proxy by all the shareholders of the corporation entitled to vote thereon.\nL.1968, c.350; amended 1995,c.279,s.18.","path":["TITLE 14A CORPORATIONS, GENERAL"],"source_url":"https://pub.njleg.state.nj.us/statutes/STATUTES-TEXT.zip","current_through":"P.L.2025, c.405, and J.R.22","vintage":"","retrieved_at":"2026-08-27T17:54:13Z","sha256":"24c603bbe9cf91dec0b377df30f84f15583038b08569572d5299e5eff0f7478c","source_id":"us-nj","stale":true,"prev":"us-nj/n.j.-stat.-14a-12-2","next":"us-nj/n.j.-stat.-14a-12-4"},"notice":"GroundRules: Original legal text. Not legal advice."}