§ 1989. Articles of involuntary dissolution.

323 words·~1 min read·/pa/title-15/chapter-19/1989

A research copy — for the controlling text, always check the official state or federal source. Not legal advice.

(a)General rule.-- In a proceeding under this subchapter, the court shall enter an order dissolving the business corporation when the costs and expenses of the proceeding and all liabilities of the corporation have been discharged, and all of its remaining assets have been distributed to its shareholders or, in case its assets are not sufficient to discharge such costs, expenses and liabilities, when all the assets have been applied, as far as they will go, to the payment of such costs, expenses and liabilities. See section 139(b) (relating to tax clearance in judicial proceedings).

(b)Filing.-- After entry of an order of dissolution, the office of the clerk of the court of common pleas shall prepare and execute articles of dissolution substantially in the form provided by section 1977 (relating to articles of dissolution), attach thereto a certified copy of the order and transmit the articles and attached order to the Department of State. The department shall not charge a fee in connection with the filing of articles of dissolution under this section. See sections 134 (relating to docketing statement) and 135 (relating to requirements to be met by filed documents).

(c)Effect.-- Upon the filing of the articles of dissolution in the department, the existence of the corporation shall cease.

15c1989v

(June 22, 2001, P.L.418, No.34, eff. 60 days)

2001 Amendment. Act 34 amended subsecs.

(a)and (b).

15c1991h

SUBCHAPTER H

POSTDISSOLUTION PROVISION FOR LIABILITIES

Sec.

1991. Definitions.

1991.1. Authority of board of directors.

1992. Notice to claimants.

1993. Acceptance or rejection of matured claims.

1994. Disposition of unmatured claims.

1995. Court proceedings.

1996. No revival or waiver.

1997. Payments and distributions.

1998. Liability of shareholders (Repealed).

Subchapter Heading. The heading of Subchapter H was amended December 18, 1992, P.L.1333, No.169, effective in 60 days.

Cross References. Subchapter H is referred to in sections 1551, 1972, 1974, 1977, 1978, 1979, 1985 of this title.

15c1991s