Minnesota § 317A.711 VOLUNTARY DISSOLUTION BY INCORPORATORS

Minnesota Statutes

§ 317A.711 — VOLUNTARY DISSOLUTION BY INCORPORATORS

Minnesota § 317A.711

PartBUSINESS, SOCIAL, AND CHARITABLE ORGANIZATIONS

Ch. 317ANONPROFIT CORPORATIONS

This text of Minnesota § 317A.711 (VOLUNTARY DISSOLUTION BY INCORPORATORS) is published on Counsel Stack Legal Research, covering Minnesota primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook

Minn. Stat. § 317A.711 (2026).

Text

Subdivision 1.Manner. If the first board of directors has not been named in the articles, designated or appointed pursuant to the articles, or elected under section317A.171, a corporation may be dissolved by the incorporators as provided in this section. Subd. 2.Articles of dissolution.

(a)A majority of the incorporators shall sign articles of dissolution containing:

(1)the name of the corporation;

(2)the date of incorporation;

(3)a statement that the first board of directors has not been named in the articles, designated or appointed pursuant to the articles, or elected at an organizational meeting;

(4)a statement that no debts remain unpaid; and

(5)a statement that notice to the attorney general required by section317A.811has been given and the waiting period has expired or has b

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Subdivision 1.Manner.
If the first board of directors has not been named in the articles, designated or appointed pursuant to the articles, or elected under section317A.171, a corporation may be dissolved by the incorporators as provided in this section.

Subd. 2.Articles of dissolution.
(a) A majority of the incorporators shall sign articles of dissolution containing:
(1) the name of the corporation;
(2) the date of incorporation;
(3) a statement that the first board of directors has not been named in the articles, designated or appointed pursuant to the articles, or elected at an organizational meeting;
(4) a statement that no debts remain unpaid; and
(5) a statement that notice to the attorney general required by section317A.811has been given and the waiting period has expired or has been waived by the attorney general or a statement that section317A.811is not applicable.
(b) The articles of dissolution must be filed with the secretary of state.

Subd. 3.Effective date.
When the articles of dissolution have been filed with the secretary of state, the corporation is dissolved.

Subd. 4.Certificate.
The secretary of state shall issue to the dissolved corporation a certificate of dissolution that contains:
(1) the name of the corporation;
(2) the date the articles of dissolution were filed with the secretary of state; and
(3) a statement that the corporation is dissolved.