§ 7-1.2-1305 - Revocation of voluntary dissolution proceedings by act of corporation.
SECTION 7-1.2-1305
§ 7-1.2-1305 Revocation of voluntarydissolution proceedings by act of corporation. – By the act of the corporation, a corporation may, at any time within onehundred twenty (120) days of its effective date of the articles of dissolution,revoke voluntary dissolution proceedings previously taken, in the followingmanner:
(a) The board of directors adopts a resolution recommendingthat the voluntary dissolution proceedings be revoked, and directing that thequestion of the revocation be submitted to a vote at a special meeting ofshareholders.
(b) Written notice, stating that the purpose, or one of thepurposes, of the meeting is to consider the advisability of revoking thevoluntary dissolution proceedings, is given to each shareholder entitled tovote at the meeting within the time and in the manner provided in this chapterfor the giving of notice of special meetings of shareholders.
(c) At the meeting, a vote of the shareholders entitled tovote at the meeting is taken on a resolution to revoke the voluntarydissolution proceedings, which requires for its adoption the affirmative voteof the holders of a majority of the shares entitled to vote on the resolution.
(d) Upon the adoption of the resolution, a statement ofrevocation of voluntary dissolution proceedings is executed by the corporationby its authorized representative. The statement proclaims:
(1) The name of the corporation.
(2) The names and respective addresses of its officers.
(3) The names and respective addresses of its directors.
(4) A copy of the resolution adopted by the shareholdersrevoking the voluntary dissolution proceedings.
(5) The number of shares outstanding.
(6) The number of shares voted for and against theresolution, respectively.