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Ark. Code Ann. § 4-27-1405

Effect of dissolution

Known as the Arkansas Business Corporation Act

The act spans §§ 4–4 (323 sections).

Applied in 3 court decisions — leading case Sims v. Moser (2008)

Most recently applied in Sims v. Moser (May 2008)

Acts 1987, No. 958, § 64-1405.

How often courts cite this section

19992000200810
citing decisions per year

Court decisions citing this, by year. The dip in the last several years is a data-coverage gap, not a real trend — our corpus holds fewer opinions from the most recent years, so recent citations are undercounted.

(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: collecting its assets;

(2) disposing of its properties that will not be distributed in kind to its shareholders;

(3) discharging or making provision for discharging its liabilities;

(4) distributing its remaining property among its shareholders according to their interests; and

(5) doing every other act necessary to wind up and liquidate its business and affairs.

(6) Dissolution of a corporation does not: transfer title to the corporation's property;

(7) prevent transfer of its shares or securities, although the authorization to dissolve may provide for closing the corporation's share transfer records;

(8) subject its directors or officers to standards of conduct different from those prescribed in § 4-27-801 et seq.;

(9) 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;

(10) prevent commencement of a proceeding by or against the corporation in its corporate name;

(11) abate or suspend a proceeding pending by or against the corporation on the effective date of dissolution; or

(12) terminate the authority of the registered agent of the corporation.

Current official text: Arkansas General Assembly. Digitized from the UniCourt Code Improvement Commission public-domain capture. Reproduced from public-domain Arkansas statutes; confirm against the official source for the current text. Not legal advice.