Section 355.681

Title XXIII CORPORATIONS, ASSOCIATIONS AND PARTNERSHIPS

Chapter 355

Effective - 01 Jul 1995, see footnote   

  355.681.  Articles of dissolution, contents. — 1.  At any time after dissolution is authorized, the corporation may dissolve by delivering to the secretary of state articles of dissolution setting forth:

  (1)  The name of the corporation;

  (2)  The date dissolution was authorized;

  (3)  A statement that dissolution was approved by a sufficient vote of the board;

  (4)  If approval of members was not required, a statement to that effect and a statement that dissolution was approved by a sufficient vote of the board of directors or incorporators;

  (5)  If approval by members was required:

  (a)  The designation, number of memberships outstanding, number of votes entitled to be cast by each class entitled to vote separately on dissolution, and number of votes of each class indisputably voting on dissolution; and

  (b)  Either the total number of votes cast for and against dissolution by each class entitled to vote separately on dissolution or the total number of undisputed votes cast for dissolution by each class and a statement that the number cast for dissolution by each class was sufficient for approval by that class;

  (6)  If approval of dissolution by some person or persons other than the members, the board or the incorporators is required pursuant to subdivision (3) of subsection 1 of section 355.671, a statement that the approval was obtained; and

  (7)  If the corporation is a public benefit corporation, that the notice to the attorney general required by subsection 1 of section 355.676 has been given.

  2.  A corporation is dissolved upon the effective date of its articles of dissolution.

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(L. 1994 H.B. 1095)

Effective 7-01-95