New Mexico § 53-16-1 Voluntary dissolution by incorporators

New Mexico Statutes

§ 53-16-1 — Voluntary dissolution by incorporators

New Mexico § 53-16-1

Ch. 53Corporations

Art. 16Business Corporations; Dissolution of Corporations

This text of New Mexico § 53-16-1 (Voluntary dissolution by incorporators) is published on Counsel Stack Legal Research, covering New Mexico primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook

N.M. Stat. Ann. § 53-16-1 (2026).

Text

A corporation that has or has not commenced business and has not issued any shares may be voluntarily dissolved by its incorporators in the following manner: A. articles of dissolution shall be executed by a majority of the incorporators and shall set forth:

(1)the name of the corporation;

(2)the date of issuance of its certificate of incorporation;

(3)that none of its shares has been issued;

(4)that the corporation has or has not commenced business;

(5)that the amount, if any, actually paid in on subscriptions for its shares, less any part thereof disbursed for necessary expenses, has been returned to those entitled thereto;

(6)that no debts of the corporation remain unpaid; and (7) that a majority of the incorporators elect that the corporation be dissolved; B. the original of the

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A corporation that has or has not commenced business and has not issued any shares may be voluntarily dissolved by its incorporators in the following manner: A. articles of dissolution shall be executed by a majority of the incorporators and shall set forth: (1) the name of the corporation; (2) the date of issuance of its certificate of incorporation; (3) that none of its shares has been issued; (4) that the corporation has or has not commenced business; (5) that the amount, if any, actually paid in on subscriptions for its shares, less any part thereof disbursed for necessary expenses, has been returned to those entitled thereto; (6) that no debts of the corporation remain unpaid; and (7) that a majority of the incorporators elect that the corporation be dissolved; B. the original of the articles of dissolution together with a copy, which may be signed, photocopied or conformed, shall be delivered to the commission [secretary of state]. If the commission [secretary of state] finds that the articles of dissolution conform to law and that the corporation has complied with the Tax Administration Act [Chapter 7, Article 1 NMSA 1978] and has paid all contributions required by the Unemployment Compensation Law [Chapter 51 NMSA 1978], it shall, when all fees have been paid: (1) endorse on the original and copy the word "filed" and the month, day and year of the filing; (2) file the original in its office; and (3) issue a certificate of dissolution to which it shall affix the file-stamped copy; and C. the certificate of dissolution, together with the file-stamped copy of the articles of dissolution affixed to it, shall be returned by the commission [secretary of state] to the incorporators or their representative. Upon the issuance of the certificate of dissolution by the commission [secretary of state] the existence of the corporation shall cease.