Sec. 33-1178. Unknown claims against dissolved corporation.
Sec. 33-1178. Unknown claims against dissolved corporation. (a) A dissolved
corporation may also publish notice of its dissolution and request that persons with
claims against the dissolved corporation present them in accordance with the notice.
(b) The notice shall: (1) Be published one time in a newspaper of general circulation
in the county where the dissolved corporation's principal office or, if none in this state,
its registered office, is or was last located; (2) describe the information that must be
included in a claim and provide a mailing address where the claim may be sent; and (3)
state that a claim against the dissolved corporation will be barred unless a proceeding
to enforce the claim is commenced within three years after the publication of the notice.
(c) If the dissolved corporation publishes a newspaper notice in accordance with
subsection (b) of this section, the claim of each of the following claimants is barred
unless the claimant commences a proceeding to enforce the claim against the dissolved
corporation within three years after the publication date of the newspaper notice: (1) A
claimant who was not given written notice under section 33-1177; (2) a claimant whose
claim was timely sent to the dissolved corporation but not acted on; (3) a claimant whose
claim is contingent or based on an event occurring after the effective date of dissolution.
(d) A claim that is not barred by subsection (c) of section 33-1177 or subsection
(c) of this section may be enforced: (1) Against the dissolved corporation, to the extent
of its undistributed assets; or (2) except as provided in subsection (d) of section 33-1178a, if the assets have been distributed in liquidation to the members of the corporation, against a member of the dissolved corporation to the extent of the member's pro
rata share of the claim or the corporate assets distributed to the member in liquidation,
whichever is less, but a member's total liability for all claims under this section may
not exceed the total amount of assets distributed to the member.
(e) Nothing in this section shall extend any applicable period of limitation.
(P.A. 96-256, S. 123, 209; P.A. 03-18, S. 51.)
History: P.A. 96-256 effective January 1, 1997; P.A. 03-18 made technical changes in Subsecs. (a) and (b), amended
Subsec. (c)(1) by replacing "did not receive written notice" with "was not given written notice", and amended Subsec. (d)
by adding provision re claim that is not barred by Sec. 33-1177(c) or Subsec. (c), adding exception in Subdiv. (2) re
provisions of Sec. 33-1178a(d) and making technical changes, effective July 1, 2003.