§ 55A-14-01. Dissolution by incorporators or directors prior to commencement of activities.
Article14.
Dissolution.
Part 1. Voluntary Dissolution.
§ 55A‑14‑01. Dissolution by incorporators or directors prior to commencement of activities.
(a) A corporation thathas not admitted members entitled to vote on dissolution, has not commencedactivities, and has no assets may be dissolved by action of its board ofdirectors or a majority of its incorporators, if there are no directors, bydelivering to the Secretary of State for filing articles of dissolution thatset forth:
(1) The name of thecorporation;
(2) The names andaddresses of its officers, if any;
(3) The names andaddresses of its directors, if any, or if none, the names and addresses of itsincorporators;
(4) The date of itsincorporation;
(5) That the corporationhas not admitted members entitled to vote on dissolution, has not commencedactivities, and has no assets;
(6) That no debt of thecorporation remains unpaid; and
(7) That a majority ofthe incorporators or directors authorized the dissolution.
(b) Upon the filing ofarticles of dissolution under this section, the corporation becomes nonexistentand is cancelled as if such corporation had never been created. (1955,c. 1230; 1973, c. 314, s. 5; 1985 (Reg. Sess., 1986), c. 801, ss. 41, 43; 1993,c. 398, s. 1.)