Utah § 16-6a-1405 Effect of dissolution.

Utah Statutes

§ 16-6a-1405 — Effect of dissolution.

Utah § 16-6a-1405

Title 16Corporations

Ch. 16-6aUtah Revised Nonprofit Corporation Act

Part 16-6a-14Dissolution

This text of Utah § 16-6a-1405 (Effect of dissolution.) is published on Counsel Stack Legal Research, covering Utah primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook

Utah Code Ann. § 16-6a-1405 (2026).

Text

(1)A dissolved nonprofit corporation continues its corporate existence but may not carry on any activities except as is appropriate to wind up and liquidate its affairs, including:

(1)(a) collecting its assets;

(1)(b) returning, transferring, or conveying assets held by the nonprofit corporation upon a condition requiring return, transfer, or conveyance, which condition occurs by reason of the dissolution, in accordance with the condition;

(1)(c) transferring, subject to any contractual or legal requirements, its assets as provided in or authorized by its articles of incorporation or bylaws;

(1)(d) discharging or making provision for discharging its liabilities; and

(1)(e) doing every other act necessary to wind up and liquidate its assets and affairs.

(2)Dissolution of a nonprofit corp

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(1) A dissolved nonprofit corporation continues its corporate existence but may not carry on any activities except as is appropriate to wind up and liquidate its affairs, including:

(1)(a) collecting its assets;
(1)(b) returning, transferring, or conveying assets held by the nonprofit corporation upon a condition requiring return, transfer, or conveyance, which condition occurs by reason of the dissolution, in accordance with the condition;
(1)(c) transferring, subject to any contractual or legal requirements, its assets as provided in or authorized by its articles of incorporation or bylaws;
(1)(d) discharging or making provision for discharging its liabilities; and
(1)(e) doing every other act necessary to wind up and liquidate its assets and affairs.
(2) Dissolution of a nonprofit corporation does not:

(2)(a) transfer title to the nonprofit corporation's property including title to water rights, water conveyance facilities, or other assets of a nonprofit corporation organized to divert or distribute water to its members;
(2)(b) subject its directors or officers to standards of conduct different from those prescribed in this chapter;
(2)(c) change quorum or voting requirements for its board of directors or members;
(2)(d) change provisions for selection, resignation, or removal of its directors or officers, or both;
(2)(e) change provisions for amending its bylaws or its articles of incorporation;
(2)(f) prevent commencement of a proceeding by or against the nonprofit corporation in its corporate name; or
(2)(g) abate or suspend a proceeding pending by or against the nonprofit corporation on the effective date of dissolution.
(3) Nothing in this section may be applied in a manner inconsistent with a court's power of judicial dissolution exercised in accordance with Section 16-6a-1414.