§55A-14-06. Effect of dissolution

(a)        A dissolved corporation continues its corporate existence but shall not carry on any activities except those appropriate to wind up and liquidate its affairs, including:

(1)        Preserving and protecting its assets;

(2)        Discharging or making provision for discharging its liabilities and obligations;

(3)        Disposing of its remaining assets in accordance with its plan of dissolution; and

(4)        Doing every other act necessary to wind up and liquidate its assets and affairs.

(b)        Dissolution of a corporation does not:

(1)        Transfer title to the corporation's property;

(2)        Subject its directors or officers to standards of conduct different from those prescribed in Article 8 of this Chapter;

(3)        Change quorum or voting requirements for its board of directors or members; change provisions for selection, resignation, or removal of its directors or officers or both; or change provisions for amending its bylaws;

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

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

(6)        Terminate the authority of the registered agent of the corporation.

(1955, c. 1230; 1993, c. 398, s. 1.)