Colorado Revised Statutes Title 7. Corporations and Associations § 7-114-105. Effect of dissolution

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(1) A dissolved corporation continues its corporate existence but may not carry on any business except as is appropriate to wind up and liquidate its business and affairs, including:

(a) Collecting its assets;

(b) Disposing of its properties that will not be distributed in kind to its shareholders;

(c) Discharging or making provision for discharging its liabilities;

(d) Distributing its remaining property among its shareholders according to their interests;  and

(e) Doing every other act necessary to wind up and liquidate its business and affairs.

(2) Dissolution of a corporation does not:

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

(b) Prevent transfer of its shares or securities, although the authorization to dissolve may provide for closing the corporation's share transfer records;

(c) Subject its directors or officers to standards of conduct different from those prescribed in article 108 of this title;

(d) Change quorum or voting requirements for its board of directors or shareholders;  change provisions for selection, resignation, or removal of its directors or officers or both;  or change provisions for amending its bylaws or its articles of incorporation;

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

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

(3) A dissolved corporation may dispose of claims against it pursuant to sections 7-90-911 and 7-90-912 .

Cite this article: FindLaw.com - Colorado Revised Statutes Title 7. Corporations and Associations § 7-114-105. Effect of dissolution - last updated January 01, 2019 | https://codes.findlaw.com/co/title-7-corporations-and-associations/co-rev-st-sect-7-114-105.html


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