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Current as of January 01, 2025 | Updated by Findlaw Staff
Subdivision 1. Contents. If dissolution of the corporation is approved pursuant tosection 302A.721, subdivision 2, the corporation shall file with the secretary of state a notice of intent to dissolve. The notice shall contain:
(a) the name of the corporation;
(b) the date and place of the meeting at which the resolution was approved pursuant tosection 302A.721, subdivision 2; and
(c) a statement that the requisite vote of the shareholders was received, or that the requisite shareholders entitled to vote signed a written action.
Subd. 2. Winding up. When the notice of intent to dissolve has been filed with the secretary of state, and subject tosection 302A.731, the corporation shall cease to carry on its business, except to the extent necessary for the winding up of the corporation. The shareholders shall retain the right to revoke the dissolution proceedings in accordance withsection 302A.731and the right to remove directors or fill vacancies on the board. The corporate existence continues to the extent necessary to wind up the affairs of the corporation until the dissolution proceedings are revoked or articles of dissolution are filed with the secretary of state.
Subd. 3. Remedies continued. The filing with the secretary of state of a notice of intent to dissolve does not affect any remedy in favor of the corporation or any remedy against it or its directors, officers, or shareholders in those capacities, except as provided insections 302A.727,302A.7291, and302A.781.
Cite this article: FindLaw.com - Minnesota Statutes Business, Social, and Charitable Organizations (Ch. 300-323A) § 302A.723. Filing notice of intent to dissolve; effect - last updated January 01, 2025 | https://codes.findlaw.com/mn/business-social-and-charitable-organizations-ch-300-323a/mn-st-sect-302a-723/
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