C.R.S. Section 7-114-105
Effect of dissolution


(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.

Source: Section 7-114-105 — Effect of dissolution, https://leg.­colorado.­gov/sites/default/files/images/olls/crs2023-title-07.­pdf (accessed Oct. 20, 2023).

Green check means up to date. Up to date

Current through Fall 2024

§ 7-114-105’s source at colorado​.gov