§ 23-17-22-3 — Articles of dissolution; contents

(a) After a dissolution is authorized, the
corporation may dissolve by delivering to the secretary of state articles
of dissolution setting forth the following:
(1) The name of the corporation.
(2) The date dissolution was authorized.
(3) A statement that dissolution was approved by a sufficient vote
of the board of directors.
(4) 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.
(5) If approval by members was required, the following:
(A) 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.
(B) The total number of:
(i) votes cast for and against dissolution by each class entitled
to vote separately on dissolution; or
(ii) undisputed votes cast for dissolution by each class and a
statement that the number cast for dissolution by each class
was sufficient for approval by that class.
(6) If approval of dissolution was by a person other than the
members, a statement that approval under section 2(b)(3) of this
chapter was obtained.
(b) A corporation is dissolved upon the effective date of the
corporation's articles of dissolution.

Legislative History

As added by P.L.179-1991, SEC.1.