reglab/housing_qa huggingface dataset:
WY Stat § 17-16-1407 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 16 - Wyoming Business Corporation Act|Article 14 - Dissolution|Section 17-16-1407 - Other Claims Against Dissolved Corporation.

17-16-1407. Other claims against dissolved corporation.| (a) 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.  (b) The notice shall:  (i) Be published one (1) time in a newspaper of general circulation in the county where the dissolved corporation's principal office, or, if none in this state, its registered office, is or was last located;  (ii) Describe the information that shall be included in a claim and provide a mailing address where the claim may be sent; and  (iii) State that a claim against the corporation will be barred unless a proceeding to enforce the claim is commenced within three (3) years or the applicable statute of limitations, whichever is less, after the publication of the notice.  (c) If the dissolved corporation publishes a newspaper notice in accordance with subsection (b) of this section, 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 three (3) years after the publication date of the newspaper notice:  (i) A claimant who did not receive written notice under W.S. 17-16-1406;  (ii) A claimant whose claim was timely sent to the dissolved corporation but not acted on; or  (iii) A claimant whose claim is contingent or based on an event occurring after the effective date of dissolution.  (d) A claim that is not barred by W.S. 17-16-1406(c) or subsection (c) of this section may be enforced:  (i) Against the dissolved corporation, to the extent of its undistributed assets; or  (ii) Except as provided in W.S. 17-16-1408(d), if the assets have been distributed in liquidation, against a shareholder of the dissolved corporation to the extent of his pro rata share of the claim or the corporate assets distributed to him in liquidation, whichever is less, but a shareholder's total liability for all claims under this section may not exceed the total amount of assets distributed to the shareholder.
WY Stat § 17-16-1408 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 16 - Wyoming Business Corporation Act|Article 14 - Dissolution|Section 17-16-1408 - Court Proceedings.

17-16-1408. Court proceedings.| (a) A dissolved corporation that has published a notice under W.S. 17-16-1407 may file an application with the district court of the county where the dissolved corporation's principal office, or, if none in this state, its registered office is located for a determination of the amount and form of security to be provided for payment of claims that are contingent or have not been made known to the dissolved corporation or that are based on an event occurring after the effective date of dissolution but that, based on the facts known to the dissolved corporation, are reasonably estimated to arise after the effective date of dissolution. Provision need not be made for any claim that is or is reasonably anticipated to be barred under W.S. 17-16-1407(c).  (b) Within ten (10) days after the filing of the application, notice of the proceeding shall be given by the dissolved corporation to each claimant holding a contingent claim whose contingent claim is shown on the records of the dissolved corporation.  (c) The court may appoint a guardian ad litem to represent all claimants whose identities are unknown in any proceeding brought under this section. The reasonable fees and expenses of the guardian, including all reasonable expert witness fees, shall be paid by the dissolved corporation.  (d) Provision by the dissolved corporation for security in the amount and the form ordered by the court under subsection (a) of this section shall satisfy the dissolved corporation's obligations with respect to claims that are contingent, have not been made known to the dissolved corporation or are based on an event occurring after the effective date of dissolution, and such claims may not be enforced against a shareholder who received assets in liquidation.
WY Stat § 17-16-1409 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 16 - Wyoming Business Corporation Act|Article 14 - Dissolution|Section 17-16-1409 - Directors' Duties.

17-16-1409. Directors' duties.| (a) Directors shall cause the dissolved corporation to discharge or make reasonable provision for the payment of claims and make distributions of assets to shareholders after payment or provision for claims.  (b) Directors of a dissolved corporation which has disposed of claims under W.S. 17-16-1406, 17-16-1407 or 17-16-1408 shall not be liable for breach of this section with respect to claims against the dissolved corporation.
WY Stat § 17-16-1420 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 16 - Wyoming Business Corporation Act|Article 14 - Dissolution|Section 17-16-1420 - Grounds for Administrative Dissolution.

17-16-1420. Grounds for administrative dissolution.| (a) The secretary of state may commence a proceeding under W.S. 17-16-1421 to administratively dissolve a corporation if any of the following has occurred:  (i) The corporation does not deliver its annual reports or pay the annual license taxes to the secretary of state when due pursuant to W.S. 17-16-1630;  (ii) Reserved;  (iii) The corporation is without a registered agent or registered office in this state;  (iv) The corporation does not notify the secretary of state within thirty (30) days that its registered agent or registered office has been changed, that its registered agent has resigned, or that its registered office has been discontinued;  (v) The corporation's period of duration stated in its articles of incorporation expires;  (vi) It is in the public interest and the corporation:  (A) Failed to provide records to the registered agent as required in W.S. 17-28-107;  (B) Has provided fraudulent information or has failed to correct false information upon request of the secretary of state on any filing under this act with the secretary of state; or  (C) Cannot be served by either the secretary of state or the registered agent at its address provided pursuant to W.S. 17-28-107.  (vii) An incorporator, director, officer or agent of the corporation signed a document he knew was false in any material respect with intent that the document be delivered to the secretary of state for filing;  (viii) The corporation has failed to respond to a valid and enforceable subpoena;  (ix) The corporation is in violation of W.S. 17-16-401(d)(v) or 17-16-1506(d)(v);  (x) The corporation has failed to pay any penalties imposed under W.S. 17-28-109.  (b) Prior to commencing a proceeding under W.S. 17-16-1421 the secretary of state may classify a corporation as delinquent awaiting administrative dissolution if the corporation meets any of the criteria in subsection (a) of this section.
WY Stat § 17-16-1421 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 16 - Wyoming Business Corporation Act|Article 14 - Dissolution|Section 17-16-1421 - Procedure for and Effect of Administrative Dissolution.

17-16-1421. Procedure for and effect of administrative dissolution.| (a) If the secretary of state determines that one (1) or more grounds exist under W.S. 17-16-1420 for dissolving a corporation, he shall serve the corporation with written notice of his determination under W.S. 17-28-104, except for W.S. 17-16-1420(a)(v) in which case dissolution is by choice and therefore automatic.  (b) If the corporation does not correct each ground for dissolution or demonstrate to the reasonable satisfaction of the secretary of state that each ground determined by the secretary of state does not exist within sixty (60) days after service of the notice is perfected under W.S. 17-28-104, the secretary of state shall administratively dissolve the corporation by signing, either manually or in facsimile, a certificate of dissolution that recites the ground or grounds for dissolution and its effective date. The secretary of state shall file the original of the certificate and serve a copy on the corporation under W.S. 17-28-104.  (c) A corporation administratively dissolved under W.S. 17-16-1420 continues its corporate existence but may not carry on any business except that necessary to wind up and liquidate its business and affairs under W.S. 17-16-1405 and notify claimants under W.S. 17-16-1406 and 17-16-1407.  (d) The administrative dissolution of a corporation does not terminate the authority of its registered agent.
WY Stat § 17-16-1422 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 16 - Wyoming Business Corporation Act|Article 14 - Dissolution|Section 17-16-1422 - Reinstatement Following Administrative Dissolution.

17-16-1422. Reinstatement following administrative dissolution.| (a) An officer or other person with proper authority at the time a corporation was administratively dissolved under W.S. 17-16-1421 may apply to the secretary of state for reinstatement within two (2) years after the effective date of dissolution. Reinstatement may be denied by the secretary of state if the corporation has been the subject of secretary of state and law enforcement investigation pertaining to fraud or any other violation of state or federal law, or if there is other reason to believe the corporation was engaged in illegal operations. The application shall:  (i) Recite the name of the corporation and the effective date of its administrative dissolution;  (ii) State that the ground or grounds for dissolution either did not exist or have been eliminated;  (iii) Reserved;  (iv) If the corporation was administratively dissolved for failing to deliver its annual report or pay the annual license taxes to the secretary of state when due pursuant to W.S. 17-16-1630, include payment of fees and taxes then delinquent and a reinstatement certificate fee prescribed pursuant to W.S. 17-16-122; and  (v) If the corporation was administratively dissolved for failure to maintain a registered agent, include payment of a two hundred fifty dollar ($250.00) reinstatement fee and payment of any fees and taxes then delinquent.  (b) If the secretary of state determines that the application contains the information required by subsection (a) of this section and that the information is correct, he shall cancel the certificate of dissolution and prepare a certificate of reinstatement that recites his determination and the effective date of reinstatement, file the original of the certificate, and serve a copy on the corporation under W.S. 17-28-104.  (c) When the reinstatement is effective, it relates back to and takes effect as of the effective date of the administrative dissolution and the corporation resumes carrying on its business as if the administrative dissolution had never occurred.  (d) The corporation shall retain its registered corporate name during the two (2) year reinstatement period.  (e) A person who files any document under this section without proper corporate authority to do so is in violation of W.S. 6-5-308.
WY Stat § 17-16-1423 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 16 - Wyoming Business Corporation Act|Article 14 - Dissolution|Section 17-16-1423 - Appeal From Denial of Reinstatement.

17-16-1423. Appeal from denial of reinstatement.| (a) If the secretary of state denies a corporation's application for reinstatement following administrative dissolution, he shall serve the corporation under W.S. 17-28-104 with a written notice that explains the reason or reasons for denial.  (b) The corporation may appeal the denial of reinstatement to the district court within thirty (30) days after service of the notice of denial is perfected. The corporation appeals by petitioning the court to set aside the dissolution and attaching to the petition copies of the secretary of state's certificate of dissolution, the corporation's application for reinstatement, and the secretary of state's notice of denial.  (c) The court may summarily order the secretary of state to reinstate the dissolved corporation or may take other action the court considers appropriate.  (d) The court's final decision may be appealed as in other civil proceedings.
WY Stat § 17-16-1430 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 16 - Wyoming Business Corporation Act|Article 14 - Dissolution|Section 17-16-1430 - Grounds for Judicial Dissolution.

17-16-1430. Grounds for judicial dissolution.| (a) The district court may dissolve a corporation:  (i) In a proceeding by the attorney general if it is established that:  (A) The corporation obtained its articles of incorporation through fraud; or  (B) The corporation has continued to exceed or abuse the authority conferred upon it by law.  (ii) In a proceeding by a shareholder if it is established that:  (A) The directors are deadlocked in the management of the corporate affairs, the shareholders are unable to break the deadlock, and irreparable injury to the corporation is threatened or being suffered, or the business and affairs of the corporation can no longer be conducted to the advantage of the shareholders generally, because of the deadlock;  (B) The directors or those in control of the corporation have acted, are acting, or will act in a manner that is illegal, oppressive or fraudulent;  (C) The shareholders are deadlocked in voting power and have failed, for a period that includes at least two (2) consecutive annual meeting dates, to elect successors to directors whose terms have expired; or  (D) The corporate assets are being misapplied or wasted.  (iii) In a proceeding by a creditor if it is established that:  (A) The creditor's claim has been reduced to judgment, the execution on the judgment returned unsatisfied, and the corporation is insolvent; or  (B) The corporation has admitted in writing that the creditor's claim is due and owing and the corporation is insolvent.  (iv) In a proceeding by the corporation to have its voluntary dissolution continued under court supervision;  (v) In a proceeding by a shareholder, if the corporation has abandoned its business and has failed within a reasonable time to liquidate and distribute its assets and dissolve.  (b) Reserved.  (c) Reserved.
WY Stat § 17-16-1431 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 16 - Wyoming Business Corporation Act|Article 14 - Dissolution|Section 17-16-1431 - Procedure for Judicial Dissolution.

17-16-1431. Procedure for judicial dissolution.| (a) Venue for a proceeding by the attorney general to dissolve a corporation lies in Laramie county district court. Venue for a proceeding brought by any other party named in W.S. 17-16-1430 lies in the county where a corporation's principal office, or, if none in this state, its registered office, is or was last located.  (b) It is not necessary to make shareholders parties to a proceeding to dissolve a corporation unless relief is sought against them individually.  (c) A court in a proceeding brought to dissolve a corporation may issue injunctions, appoint a receiver or custodian pendente lite with all powers and duties the court directs, take other action required to preserve the corporate assets wherever located, and carry on the business of the corporation until a full hearing can be held.  (d) Within ten (10) days of the commencement of a proceeding under W.S. 17-16-1430(a)(ii) to dissolve a corporation that has no shares listed on a national securities exchange or regularly traded in a market maintained by one (1) or more members of a national or affiliated securities association, the corporation must send to all shareholders, other than the petitioner, a notice stating that the shareholders are entitled to avoid the dissolution of the corporation by electing to purchase the petitioner's shares under W.S. 17-16-1434 and accompanied by a copy of W.S. 17-16-1434.
WY Stat § 17-16-1432 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 16 - Wyoming Business Corporation Act|Article 14 - Dissolution|Section 17-16-1432 - Receivership or Custodianship.

17-16-1432. Receivership or custodianship.| (a) A court in a judicial proceeding brought to dissolve a corporation may appoint one (1) or more receivers to wind up and liquidate, or one (1) or more custodians to manage, the business and affairs of the corporation. The court shall hold a hearing, after notifying all parties to the proceeding and any interested persons designated by the court, before appointing a receiver or custodian. The court appointing a receiver or custodian has exclusive jurisdiction over the corporation and all of its property wherever located.  (b) The court may appoint an individual or a domestic or foreign corporation authorized to transact business in this state as a receiver or custodian. The court may require the receiver or custodian to post bond, with or without sureties, in an amount the court directs.  (c) The court shall describe the powers and duties of the receiver or custodian in its appointing order, which may be amended from time to time. Among other powers:  (i) The receiver may:  (A) Dispose of all or any part of the assets of the corporation wherever located, at a public or private sale, if authorized by the court; and  (B) Sue and defend in his own name as receiver of the corporation in all Wyoming courts.  (ii) The custodian may exercise all of the powers of the corporation, through or in place of its board of directors or officers, to the extent necessary to manage the affairs of the corporation in the best interests of its shareholders and creditors.  (d) The court during a receivership may redesignate the receiver a custodian, and during a custodianship may redesignate the custodian a receiver, if doing so is in the best interests of the corporation, its shareholders and creditors.  (e) The court from time to time during the receivership or custodianship may order compensation paid and expense disbursements or reimbursements made to the receiver or custodian and his counsel from the assets of the corporation or proceeds from the sale of the assets.
WY Stat § 17-16-1433 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 16 - Wyoming Business Corporation Act|Article 14 - Dissolution|Section 17-16-1433 - Decree of Dissolution.

17-16-1433. Decree of dissolution.| (a) If after a hearing the court determines that one (1) or more grounds for judicial dissolution described in W.S. 17-16-1430 exist, it may enter a decree dissolving the corporation and specifying the effective date of the dissolution, and the clerk of the court shall deliver a certified copy of the decree to the secretary of state, who shall file it.  (b) After entering the decree of dissolution, the court shall direct the winding up and liquidation of the corporation's business and affairs in accordance with W.S. 17-16-1405 and the notification of claimants in accordance with W.S. 17-16-1406 and 17-16-1407.
WY Stat § 17-16-1440 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 16 - Wyoming Business Corporation Act|Article 14 - Dissolution|Section 17-16-1440 - Deposit With State Treasurer.

17-16-1440. Deposit with state treasurer.| Assets of a dissolved corporation that should be transferred to a creditor, claimant or shareholder of the corporation who cannot be found or who is not competent to receive them shall be reduced to cash and deposited with the state treasurer for safekeeping. When the creditor, claimant or shareholder furnishes satisfactory proof of entitlement to the amount deposited, the state treasurer shall pay him or his representative that amount.
WY Stat § 17-16-1501 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 16 - Wyoming Business Corporation Act|Article 15 - Foreign Corporations|Section 17-16-1501 - Authority to Transact Business Required.

17-16-1501. Authority to transact business required.| (a) A foreign corporation may not transact business in this state until it obtains a certificate of authority from the secretary of state.  (b) The following activities, among others, do not constitute transacting business within the meaning of subsection (a) of this section:  (i) Maintaining, defending or settling any proceeding;  (ii) Holding meetings of the board of directors or shareholders or carrying on other activities concerning internal corporate affairs;  (iii) Maintaining bank accounts;  (iv) Maintaining offices or agencies for the transfer, exchange and registration of the corporation's own securities or maintaining trustees or depositaries with respect to those securities;  (v) Selling through independent contractors;  (vi) Soliciting or obtaining orders, whether by mail or through employees or agents or otherwise, if the orders require acceptance outside this state before they become contracts;  (vii) Creating or acquiring indebtedness, mortgages and security interests in real or personal property;  (viii) Securing or collecting debts or enforcing mortgages and security interests in property securing the debts;  (ix) Owning, without more, real or personal property;  (x) Conducting an isolated transaction that is completed within thirty (30) days and that is not one in the course of repeated transactions of a like nature; or  (xi) Transacting business in interstate commerce.  (c) The list of activities in subsection (b) of this section is not exhaustive.  (d) A foreign corporation, foreign limited partnership or foreign limited liability company which is either an organizer, a manager or member of a company is not required to obtain a certificate of authority to undertake its duties in these capacities.