§1102. Revocation of voluntary dissolution proceedings






A corporation may, at any time prior to the filing of the articles of dissolution
by the Secretary of State, revoke the action theretofore taken to dissolve the corporation,
in the following manner. [1977, c. 525, §13 (NEW).]








1. Notice. 
If there are members entitled to vote thereon, the board of directors shall adopt
a resolution recommending that the voluntary dissolution proceedings be revoked, and
directing that the question of the revocation be submitted to a vote at a meeting
of members entitled to vote thereon, which may be either an annual or a special meeting.
Written notice stating that the purpose, or one of the purposes, of the meeting is
to consider the advisability of revoking the voluntary dissolution proceedings, shall
be given to each member entitled to vote at such meeting, within the time and in the
manner provided in this Act for the giving of notice of meetings of members. A resolution
to revoke the voluntary dissolution proceedings shall be adopted upon receiving at
least a majority of the votes which members present at the meeting or represented
by proxy are entitled to cast.


[
1977, c. 525, §13 (NEW)
.]








2. When no members entitled to vote on revocation. 
If there are no members, or no members entitled to vote thereon, a resolution to
revoke the voluntary dissolution proceedings shall be adopted at a meeting of the
board of directors upon receiving the vote of a majority of the directors in office.


[
1977, c. 525, §13 (NEW)
.]








3. Statement of revocation of voluntary dissolution proceeding. 
If all the members entitled to vote revoke voluntary dissolution proceeding previously
authorized by written consent at any time prior to the date of filing the articles
of dissolution by the Secretary of State, upon execution of the written consent, a
statement of revocation of voluntary dissolution proceeding shall be executed and
delivered for filing as provided by sections 104 and 106, and this statement shall
set forth the name of the corporation, the names and respective addresses of its officers
and directors, a copy of the written consent signed by all members of the corporation,
revoking the voluntary dissolution proceedings, that the written consent has been
signed by all members of the corporation.


[
1977, c. 525, §13 (NEW)
.]





SECTION HISTORY

1977, c. 525, §13 (NEW).