SUBPART D.  TERMINATION AND REINSTATEMENT

§1-1440.  Articles of termination

A.  When the board of directors, or the liquidator acting during the liquidator's appointment, determines that the corporation has completed the winding up and liquidation of its business and affairs, the board of directors or liquidator may cause the corporation to deliver to the secretary of state for filing articles of termination.

B.  The articles of termination shall state all of the following:

(1)  The name of the corporation.

(2)  The date of its dissolution.

(3)  Whether its dissolution was voluntary or judicial.

(4)  That the corporation has paid or made reasonable provision for the payment of all of its liabilities.

(5)  That the net assets of the corporation remaining after winding up have been distributed to the shareholders.

C.  If the articles of termination are signed by a liquidator, the secretary of state shall not file the articles unless the articles have attached or appended to them a certified copy of the court order that authorizes the liquidator to wind up the affairs of the corporation.

Acts 2014, No. 328, §1, eff. Jan. 1, 2015.