2014 Pennsylvania Consolidated Statutes
Title 15 - CORPORATIONS AND UNINCORPORATED ASSOCIATIONS
Chapter 19 - Fundamental Changes
Section 1971 - Voluntary dissolution by shareholders or incorporators
§ 1971. Voluntary dissolution by shareholders or incorporators.
(a) General rule.--The shareholders or incorporators of a business corporation that has not commenced business may effect the dissolution of the corporation by filing articles of dissolution in the Department of State. The articles of dissolution shall be executed in the name of the corporation by a majority of the incorporators or a majority in interest of the shareholders and shall set forth:
(1) The name of the corporation and, subject to section 109 (relating to name of commercial registered office provider in lieu of registered address), the address, including street and number, if any, of its registered office.
(2) The statute under which the corporation was incorporated and the date of incorporation.
(3) That the corporation has not commenced business.
(4) That the amount, if any, actually paid in on subscriptions for its shares, less any part thereof disbursed for necessary expenses, has been returned to those entitled thereto.
(5) That all liabilities of the corporation have been discharged or that adequate provision has been made therefor.
(6) That a majority of the incorporators or a majority in interest of the shareholders elect that the corporation be dissolved.
(b) Filing.--The articles of dissolution shall be filed in the Department of State. See section 134 (relating to docketing statement).
(c) Effect.--Upon the filing of the articles of dissolution, the existence of the corporation shall cease.
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