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Dissolution of A Corporation

The document outlines the methods of dissolving a corporation, which can be categorized into voluntary and involuntary dissolution. Voluntary dissolution can occur with or without creditor involvement, through board and stockholder votes, or by amending articles of incorporation. Involuntary dissolution can happen due to expiration of the corporate term, legislative enactment, failure to organize, or an order from the SEC.

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0% found this document useful (0 votes)
19 views1 page

Dissolution of A Corporation

The document outlines the methods of dissolving a corporation, which can be categorized into voluntary and involuntary dissolution. Voluntary dissolution can occur with or without creditor involvement, through board and stockholder votes, or by amending articles of incorporation. Involuntary dissolution can happen due to expiration of the corporate term, legislative enactment, failure to organize, or an order from the SEC.

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Article 117- Dissolution of a corporation

Methods of Dissolution
Dissolution- the termination or extinguishment of its corporate franchise.
1. Voluntary Dissolution
2. Involuntary dissolution
Voluntary dissolution

1. Voluntary dissolution Method


a. With creditors affected By judgment of SEC after hearing the petition for
voluntary dissolution
b. With no creditors affected By a vote of the board and stockholders
2. By amending articles of incorporation By shortening the term of corporate existence
3. Corporation sole By submitting a verified declaration for dissolution
before the SEC.

Involuntary dissolution

. 2. Involuntary dissolution Method


1. Expiration of the original term Expressly or impliedly provided in the AOI.
provided in AOI
2. By legislative enactment When the law is passed dissolving a corporation
3. By failure to formally organize If within 2 years upon the issuance of incorporation
it fails to formally organize.
4. Order of the SEC When the securities and exchange commission
dissolve the corporation.

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