This text of Iowa § 504.1403 (Articles of dissolution) is published on Counsel Stack Legal Research, covering Iowa primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.
1. At any time after dissolution is authorized, a corporation may dissolve by delivering
articles of dissolution to the secretary of state setting forth all of the following:
a. The name of the corporation.
b. The date dissolution was authorized.
c. A statement that dissolution was approved by a sufficient vote of the board.
d. If approval of members was not required, a statement to that effect and a statement
that dissolution was approved by a sufficient vote of the board of directors or incorporators.
e. If approval by members was required, both of the following:
(1)The designation, number of memberships outstanding, number of votes entitled to be
cast by each class entitled to vote separately on dissolution, and number of votes of each class
indisputably voting on dissolution.
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1. At any time after dissolution is authorized, a corporation may dissolve by delivering
articles of dissolution to the secretary of state setting forth all of the following:
a. The name of the corporation.
b. The date dissolution was authorized.
c. A statement that dissolution was approved by a sufficient vote of the board.
d. If approval of members was not required, a statement to that effect and a statement
that dissolution was approved by a sufficient vote of the board of directors or incorporators.
e. If approval by members was required, both of the following:
(1) The designation, number of memberships outstanding, number of votes entitled to be
cast by each class entitled to vote separately on dissolution, and number of votes of each class
indisputably voting on dissolution.
(2) Either the total number of votes cast for and against dissolution by each class entitled
to vote separately on dissolution or the total number of undisputed votes cast for dissolution
byeachclassandastatementthatthenumbercastfordissolutionbyeachclasswassufficient
for approval by that class.
f. Ifapprovalofdissolutionbysomepersonorpersonsotherthanthemembers, theboard,
or the incorporators is required pursuant to section 504.1402, subsection 1, paragraph “c”, a
statement that the approval was obtained.
2. A corporation is dissolved upon the effective date of its articles of dissolution.