N.D. Cent. Code § 10-19.1-106
This is the official text of N.D. Cent. Code § 10-19.1-106, part of North Dakota’s Cent. Code — part of the compiled statutory law of North Dakota, published by the state as "Cent. Code." Browse the sections below, each linked to its official government source.
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10-19.1-106. Voluntary dissolution prior to the issuance of shares
Official statutory text
10-19.1-106. Voluntary dissolution prior to the issuance of shares
A corporation that has not issued shares may be dissolved by the incorporators or directors
in the manner set forth in this section:
1. A majority of the incorporators or directors shall sign articles of dissolution containing:
a. The name of the corporation;
b. The date of incorporation;
c. A statement that shares have not been issued;
d. A statement that all consideration received from subscribers for shares to be
issued, less expenses incurred in the organization of the corporation, has been
returned to the subscribers; and
e. A statement that no debts remain unpaid.
2. The articles of dissolution must be filed with the secretary of state, with the fees
provided for in section 10-19.1-147.
3. When the articles of dissolution have been filed with the secretary of state, the
corporation is dissolved.
4. The secretary of state shall issue to the dissolved corporation or its legal
representative a certificate of dissolution that contains:
a. The name of the corporation;
b. The date the articles of dissolution were filed with the secretary of state; and
c. A statement that the corporation is dissolved.
A corporation that has not issued shares may be dissolved by the incorporators or directors
in the manner set forth in this section:
1. A majority of the incorporators or directors shall sign articles of dissolution containing:
a. The name of the corporation;
b. The date of incorporation;
c. A statement that shares have not been issued;
d. A statement that all consideration received from subscribers for shares to be
issued, less expenses incurred in the organization of the corporation, has been
returned to the subscribers; and
e. A statement that no debts remain unpaid.
2. The articles of dissolution must be filed with the secretary of state, with the fees
provided for in section 10-19.1-147.
3. When the articles of dissolution have been filed with the secretary of state, the
corporation is dissolved.
4. The secretary of state shall issue to the dissolved corporation or its legal
representative a certificate of dissolution that contains:
a. The name of the corporation;
b. The date the articles of dissolution were filed with the secretary of state; and
c. A statement that the corporation is dissolved.
Status: in_force · Read it on the official government site
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