2009 Iowa Code
Title 12 - Business Entities
Subtitle 2 - Business and Professional Corporations and Companies
CHAPTER 490 - BUSINESS CORPORATIONS
490.1405 - EFFECT OF DISSOLUTION.

        490.1405  EFFECT OF DISSOLUTION.
         1.  A dissolved corporation continues its corporate existence but
      shall not carry on any business except that appropriate to wind up
      and liquidate its business and affairs, including any of the
      following:
         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.
         e.  Doing every other act necessary to wind up and liquidate
      its business and affairs.
         2.  Dissolution of a corporation does not do any of the following:

         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 division VIII.
         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.
         e.  Prevent commencement of a proceeding by or against the
      corporation in its corporate name.
         f.  Abate or suspend a proceeding pending by or against the
      corporation on the effective date of dissolution.
         g.  Terminate the authority of the registered agent of the
      corporation.  
         Section History: Recent Form
         89 Acts, ch 288, §149
         Referred to in § 490.1421, 490.1433, 490.1434

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