950 CMR, § 113.41 - Voluntary Dissolution

(1) A corporation may dissolve at any time after dissolution is authorized by submitting articles of dissolution to the Division.

(2) The articles of dissolution consist of a form supplied by the Division or a document formatted in the same manner as the form supplied by the Division. The articles of dissolution shall set forth:

(a) the name of the corporation;

(b) the street address of the corporation's registered office;

(c) the date the dissolution was authorized;

(d) if dissolution was approved by the shareholders under M.G.L. c. 156D, § 14.02(b):

1. the number of votes entitled to be cast on the proposal to dissolve; and

2. either the total number of votes cast for and against dissolution or the total of undisputed votes cast for dissolution and a statement that the number cast for dissolution was sufficient for approval; and

3. if voting by voting groups was required on a dissolution proposal under M.G.L. c. 156D, § 14.02(b), the information required by M.G.L. c. 156D, §14.02(a) and (b) shall be separately provided for each voting group entitled to vote on the proposal to dissolve.

(e) if dissolution was authorized by a method or procedure specified in the articles of organization pursuant to M.G.L. c. 156D, § 14.02, the articles of dissolution shall set forth such method or procedure, together with sufficient information to establish that the corporation has complied therewith; and

(f) the date and time the articles of dissolution will be effective if the articles of dissolution are to be effective at a later date and/or time, not more than 90 days from the date and time of filing.

Notes

950 CMR, § 113.41