2007 Minnesota Code
Chapters 300 - 319B Corporations
Chapter 316 Corporations; Actions Respecting
Section 316.07 DISSOLUTION ON PETITION OF CORPORATION.

316.07 DISSOLUTION ON PETITION OF CORPORATION.
A majority in number or interest of the members of a corporation, desiring to close their
concerns and dissolve the corporation, may present a petition to the district court in the county of
its principal place of business, setting forth the name of the corporation; when and by or under
what law it was incorporated; the names and addresses of the bondholders, stockholders, or
members; the amount of the authorized capital stock, and the amount of capital stock actually paid
in; and if not then transacting business, when it ceased so to do; the amount of its indebtedness;
the amount and character of its personal property; and the amount and description of its real
estate. It shall also state the grounds upon which dissolution is sought and the interest of the
petitioner, and pray for proper relief; provided, however, that when any corporation now or
hereafter organized under any law of this state having capital stock actually paid in exceeding the
sum of $40,000, and has heretofore or shall hereafter continue in the business for which it was
incorporated for more than three years, and in the carrying out of such business has sustained
losses whereby the capital stock so paid in has become impaired so as to be worth at least 25
percent less than its par value, then, and in any such case, the district court shall have power, and
is hereby given power, to dissolve any such corporation upon petition of stockholders owning
not less than 40 percent of such capital stock so paid in; provided, that such stockholders so
petitioning shall have paid the full value of their stock.
History: (8015) RL s 3175; 1909 c 276 s 1