§ 504.1407 — Unknown claims against dissolved corporation

Iowa § 504.1407

• Jurisdiction: Iowa
• Title XII: BUSINESS ENTITIES
• Ch. 504: REVISED IOWA NONPROFIT CORPORATION ACT

Text

1. A dissolved corporation may also publish notice of its dissolution and request that
persons with claims against the corporation present them in accordance with the notice.
2. The notice must do all of the following:
a. Be published one time in a newspaper of general circulation in the county where the
dissolved corporation’s principal office is located or, if none is located in this state, where its
registered office is or was last located.
b. Describetheinformationthatmustbeincludedinaclaimandprovideamailingaddress
where the claim may be sent.
c. State that a claim against the corporation will be barred unless a proceeding to enforce
the claim is commenced within five years after publication of the notice.
3. If the dissolved corporation publishes a newspaper notice in accordance with
subsection 2, the claim of each of the following claimants is barred unless the claimant
commences a proceeding to enforce the claim against the dissolved corporation within five
years after the publication date of the newspaper notice:
a. A claimant who did not receive written notice under section 504.1406.
b. A claimant whose claim was timely sent to the dissolved corporation but not acted on.
c. A claimant whose claim is contingent or based on an event occurring after the effective
date of dissolution.
4. A claim may be enforced under this section to the following extent, as applicable:
a. Against the dissolved corporation, to the extent of its undistributed assets.
b. If the assets have been distributed in liquidation, against any person, other than a
creditor of the corporation, to whom the corporation distributed its property to the extent of
the distributee’s pro rata share of the claim or the corporate assets distributed to such person
in liquidation, whichever is less, but the distributee’s total liability for all claims under this
section shall not exceed the total amount of assets distributed to the distributee.