reglab/housing_qa huggingface dataset:
MI Comp L § 450.1801 (2021)
2021 Michigan Compiled Laws|Chapter 450 - Corporations|Act 284 of 1972 - Business Corporation Act (450.1101 - 450.2099)|284-1972-8 - Chapter 8 Dissolution (450.1801...450.1864)|Section 450.1801 - Methods of Dissolution.

450.1801 Methods of dissolution. Sec. 801.  (1) A corporation may be dissolved in any of the following ways:  (a) Automatically by expiration of a period of duration to which the corporation is limited by its articles of incorporation.  (b) By action of the incorporators or directors under section 803.  (c) By action of the board and the shareholders under section 804.  (d) Pursuant to an agreement under section 488, effected by filing a certificate under section 805.  (e) By a judgment of the circuit court in an action brought under this act or otherwise.  (f) Automatically, under section 922, for failure to file an annual report or pay the filing fee.  (2) A corporation whose assets have been wholly disposed of under court order in receivership or bankruptcy proceedings may be summarily dissolved by order of the court having jurisdiction of the proceedings. A copy of the order shall be filed by the clerk of the court with the administrator. History: 1972, Act 284, Eff. Jan. 1, 1973 ;-- Am. 1989, Act 121, Eff. Oct. 1, 1989 ;-- Am. 1997, Act 118, Imd. Eff. Oct. 24, 1997
MI Comp L § 450.1803 (2021)
2021 Michigan Compiled Laws|Chapter 450 - Corporations|Act 284 of 1972 - Business Corporation Act (450.1101 - 450.2099)|284-1972-8 - Chapter 8 Dissolution (450.1801...450.1864)|Section 450.1803 - Conditions to Dissolution by Incorporators or Directors; Certificate of Dissolution.

450.1803 Conditions to dissolution by incorporators or directors; certificate of dissolution. Sec. 803.  (1) A corporation may be dissolved by action of its incorporators or directors, if the corporation complies with all of the following conditions:  (a) Has not commenced business.  (b) Has not issued any shares.  (c) Has no debts or other liabilities.  (d) Has received no payments on subscriptions for its shares, or, if it has received payments, has returned them to those entitled thereto, less any part thereof disbursed for expenses.  (2) The dissolution of the corporation shall be effected by a majority of the incorporators or directors, executing and filing a certificate of dissolution stating:  (a) The name of the corporation.  (b) That the corporation has not commenced business and has issued no shares, and has no debts or other liabilities.  (c) That the corporation has received no payments on subscriptions to its shares, or, if it has received payments, has returned them to those entitled thereto, less any part thereof disbursed for expenses.  (d) That a majority of the incorporators or directors have elected that the corporation be dissolved. History: 1972, Act 284, Eff. Jan. 1, 1973
MI Comp L § 450.1804 (2021)
2021 Michigan Compiled Laws|Chapter 450 - Corporations|Act 284 of 1972 - Business Corporation Act (450.1101 - 450.2099)|284-1972-8 - Chapter 8 Dissolution (450.1801...450.1864)|Section 450.1804 - Dissolution by Action of Board and Shareholders; Certificate of Dissolution.

450.1804 Dissolution by action of board and shareholders; certificate of dissolution.Sec. 804.  (1) A corporation may be dissolved by action of its board and shareholders as provided in this section.  (2) A corporation's board may propose dissolution of a corporation for action by the shareholders.   (3) If it proposes a dissolution, the board must recommend the dissolution to the shareholders unless section 529 applies or the board determines that because of conflict of interest or other special circumstances it should make no recommendation. If the board does not recommend the dissolution to the shareholders, or recommends against the dissolution, in either case because 1 or more of the exceptions described in this subsection apply, the board must communicate to the shareholders the basis for its decision.  (4) A board may condition its submission of the proposal for dissolution of a corporation to the shareholders on any basis.  (5) A proposed dissolution of a corporation shall be submitted for approval at a meeting of shareholders. Notice shall be given to each shareholder of record whether or not entitled to vote at the meeting within the time and in the manner as provided in this act for the giving of notice of meetings of shareholders, and shall state that a purpose of the meeting is to vote on dissolution of the corporation.  (6) At the meeting described in subsection (5), the shareholders shall vote on the proposed dissolution. The dissolution is approved if it receives the affirmative vote of the holders of a majority of the outstanding shares of the corporation entitled to vote on the dissolution.  (7) If the dissolution of a corporation is approved, it shall be effected by the execution and filing of a certificate of dissolution on behalf of the corporation that states all of the following:  (a) The name of the corporation.  (b) The date and place of the meeting of shareholders at which the dissolution was approved.  (c) A statement that dissolution was proposed and approved by the requisite vote of the board and shareholders. History: 1972, Act 284, Eff. Jan. 1, 1973 ;-- Am. 1989, Act 121, Eff. Oct. 1, 1989 ;-- Am. 2012, Act 569, Imd. Eff. Jan. 2, 2013
MI Comp L § 450.1805 (2021)
2021 Michigan Compiled Laws|Chapter 450 - Corporations|Act 284 of 1972 - Business Corporation Act (450.1101 - 450.2099)|284-1972-8 - Chapter 8 Dissolution (450.1801...450.1864)|Section 450.1805 - Dissolution; Execution and Filing Certificate.

450.1805 Dissolution; execution and filing certificate. Sec. 805.  Dissolution pursuant to an agreement under section 488 is effected by executing and filing a certificate of dissolution on behalf of the corporation, stating the name of the corporation and that the corporation is dissolved pursuant to an agreement under section 488. History: 1972, Act 284, Eff. Jan. 1, 1973 ;-- Am. 1989, Act 121, Eff. Oct. 1, 1989 ;-- Am. 1993, Act 91, Eff. Oct. 1, 1993 ;-- Am. 1997, Act 118, Imd. Eff. Oct. 24, 1997
MI Comp L § 450.1806 (2021)
2021 Michigan Compiled Laws|Chapter 450 - Corporations|Act 284 of 1972 - Business Corporation Act (450.1101 - 450.2099)|284-1972-8 - Chapter 8 Dissolution (450.1801...450.1864)|Section 450.1806 - Certificate of Dissolution; Filing; Time of Effectiveness; Conditions; Date Stamp as Evidence.

450.1806 Certificate of dissolution; filing; time of effectiveness; conditions; date stamp as evidence.Sec. 806.  (1) A certificate of dissolution filed with the administrator is effective at the time the certificate is first received by the administrator, not the date of filing, if all of the following are met:  (a) The dissolution is pursuant to an agreement under section 488 or is commenced under section 804.  (b) The administrator receives the certificate of dissolution after June 21, 2003 and before June 30, 2003.  (c) The corporation published notice of dissolution of the corporation under section 842a after June 21, 2003 and before June 30, 2003.  (d) The certificate does not set forth a subsequent effective time, not later than 90 days after the date the certificate is received by the administrator.  (2) For purposes of subsection (1), the administrator's date stamp on the certificate of dissolution is evidence of the date the administrator received the certificate. If there are multiple date stamps on the certificate, the earliest date stamp is evidence of the date the administrator first received the certificate. History: Add. 2008, Act 402, Imd. Eff. Jan. 6, 2009
MI Comp L § 450.1811 (2021)
2021 Michigan Compiled Laws|Chapter 450 - Corporations|Act 284 of 1972 - Business Corporation Act (450.1101 - 450.2099)|284-1972-8 - Chapter 8 Dissolution (450.1801...450.1864)|Section 450.1811 - Revocation of Dissolution Proceedings; Certificate of Revocations.

450.1811 Revocation of dissolution proceedings; certificate of revocations. Sec. 811.  (1) Dissolution proceedings commenced pursuant to section 488 or 804 may be revoked before complete distribution of assets, if a proceeding pursuant to section 851 is not pending, by filing a certificate of revocation executed, in person or by proxy, by all the shareholders, stating that revocation is effective pursuant to this section and that all the shareholders of the corporation have executed the certificate in person or by proxy.  (2) Dissolution proceedings commenced pursuant to section 804 may also be revoked before complete distribution of assets, if a proceeding pursuant to section 851 is not pending, in the following manner:  (a) The board of directors shall adopt a resolution revoking the dissolution. The proposed revocation shall be submitted for approval at a meeting of shareholders. The shareholders shall be given the same notice of the meeting and the revocation shall be approved by the same vote as required by section 804 for the approval of dissolution.  (b) A certificate of revocation, stating that dissolution is revoked pursuant to this section, and giving the information required by section 804(7), shall be executed and filed on behalf of the corporation.  History: 1972, Act 284, Eff. Jan. 1, 1973 ;-- Am. 1993, Act 91, Eff. Oct. 1, 1993 ;-- Am. 1997, Act 118, Imd. Eff. Oct. 24, 1997
MI Comp L § 450.1815 (2021)
2021 Michigan Compiled Laws|Chapter 450 - Corporations|Act 284 of 1972 - Business Corporation Act (450.1101 - 450.2099)|284-1972-8 - Chapter 8 Dissolution (450.1801...450.1864)|Section 450.1815 - Renewal of Corporate Existence; Manner.

450.1815 Renewal of corporate existence; manner. Sec. 815.  A corporation whose term has expired may renew its corporate existence, if a proceeding pursuant to section 851 is not pending, in the following manner:  (a) The board shall adopt a resolution that the corporate existence be renewed. The proposed renewal shall be submitted for approval at a meeting of shareholders. Notice shall be given to each shareholder of record entitled to vote at the meeting within the time and in the manner provided in this act for the giving of notice of meetings of shareholders, and shall state that a purpose of the meeting is to vote on the renewal of corporate existence.  (b) At the meeting a vote of shareholders entitled to vote on the renewal shall be taken on the proposed renewal which shall be adopted upon receiving the affirmative vote of holders of a majority of the outstanding shares.  (c) If renewal of the corporate existence is approved, a certificate of renewal shall be executed and filed on behalf of the corporation, setting forth all of the following:  (i) The name of the corporation.  (ii) The date and place of the meeting of shareholders approving the renewal of existence.  (iii) A statement that renewal was approved by the requisite vote of directors and shareholders.  (iv) The duration of the corporation if other than perpetual. History: 1972, Act 284, Eff. Jan. 1, 1973 ;-- Am. 1973, Act 98, Imd. Eff. Aug. 8, 1973 ;-- Am. 1989, Act 121, Eff. Oct. 1, 1989
MI Comp L § 450.1817 (2021)
2021 Michigan Compiled Laws|Chapter 450 - Corporations|Act 284 of 1972 - Business Corporation Act (450.1101 - 450.2099)|284-1972-8 - Chapter 8 Dissolution (450.1801...450.1864)|Section 450.1817 - Effective Date of Revocation of Dissolution or Renewal of Corporate Existence; Accrued Penalty or Liability Unaffected; Adoption of Corporate Name; Rights of Corporation.

450.1817 Effective date of revocation of dissolution or renewal of corporate existence; accrued penalty or liability unaffected; adoption of corporate name; rights of corporation. Sec. 817.  (1) When the certificate of revocation of dissolution or of renewal of existence is filed, the revocation of the dissolution proceedings or the renewal of the corporate existence becomes effective, and the corporation may again transact its business.  (2) Revocation of dissolution or renewal of corporate existence does not relieve the corporation of any penalty or liability accrued against it under any law of this state, and the corporation shall file any report and pay any fee required under this act for any year for which a report was not filed or a fee was not paid.  (3) Upon filing a certificate of revocation of dissolution or renewal of existence, the administrator may require the corporation to adopt a corporate name that conforms to the requirements of section 212.  (4) Upon compliance with the provisions of this section, the rights of the corporation are the same as though a dissolution or expiration of term had not occurred, and all contracts entered into and other rights acquired during the interval are valid and enforceable. History: 1972, Act 284, Eff. Jan. 1, 1973 ;-- Am. 1989, Act 121, Eff. Oct. 1, 1989 ;-- Am. 1997, Act 118, Imd. Eff. Oct. 24, 1997
MI Comp L § 450.1821 (2021)
2021 Michigan Compiled Laws|Chapter 450 - Corporations|Act 284 of 1972 - Business Corporation Act (450.1101 - 450.2099)|284-1972-8 - Chapter 8 Dissolution (450.1801...450.1864)|Section 450.1821 - Action by Attorney General for Dissolution; Grounds.

450.1821 Action by attorney general for dissolution; grounds. Sec. 821.  (1) The attorney general may bring an action in the circuit court of the county in which the principal place of business or registered office of the corporation is located for dissolution of a corporation upon the ground that the corporation has committed any of the following acts:  (a) Procured its organization through fraud.  (b) Repeatedly and willfully exceeded the authority conferred upon it by law.  (c) Repeatedly and willfully conducted its business in an unlawful manner.  (2) The enumeration in this section of grounds for dissolution does not exclude any other statutory or common law action by the attorney general for dissolution of a corporation or revocation or forfeiture of its corporate franchises. History: 1972, Act 284, Eff. Jan. 1, 1973 ;-- Am. 1989, Act 121, Eff. Oct. 1, 1989
MI Comp L § 450.1823 (2021)
2021 Michigan Compiled Laws|Chapter 450 - Corporations|Act 284 of 1972 - Business Corporation Act (450.1101 - 450.2099)|284-1972-8 - Chapter 8 Dissolution (450.1801...450.1864)|Section 450.1823 - Action by Director or Shareholder for Dissolution; Judgment; Proof.

450.1823 Action by director or shareholder for dissolution; judgment; proof.Sec. 823.  A corporation may be dissolved by a judgment entered in an action brought in the circuit court of the county in which the principal place of business or registered office of the corporation is located by 1 or more directors or by 1 or more shareholders entitled to vote in an election of directors of the corporation, upon proof of both of the following:  (a) The directors of the corporation, or its shareholders if an agreement among the shareholders authorized by section 488 is in effect, are unable to agree by the requisite vote on material matters respecting management of the corporation's affairs, or the shareholders of the corporation are so divided in voting power that they have failed to elect successors to any director whose term has expired or would have expired upon the election and qualification of his or her successor.  (b) As a result of a condition stated in subdivision (a), the corporation is unable to function effectively in the best interests of its creditors and shareholders. History: 1972, Act 284, Eff. Jan. 1, 1973 ;-- Am. 1989, Act 121, Eff. Oct. 1, 1989 ;-- Am. 2006, Act 63, Imd. Eff. Mar. 20, 2006
MI Comp L § 450.1825 (2021)
2021 Michigan Compiled Laws|Chapter 450 - Corporations|Act 284 of 1972 - Business Corporation Act (450.1101 - 450.2099)|284-1972-8 - Chapter 8 Dissolution (450.1801...450.1864)|Section 450.1825 - Repealed. 1989, Act 121, Eff. Oct. 1, 1989.

450.1825 Repealed. 1989, Act 121, Eff. Oct. 1, 1989. Compiler's Notes: The repealed section pertained to action by shareholder for dissolution and liquidation.
MI Comp L § 450.1831 (2021)
2021 Michigan Compiled Laws|Chapter 450 - Corporations|Act 284 of 1972 - Business Corporation Act (450.1101 - 450.2099)|284-1972-8 - Chapter 8 Dissolution (450.1801...450.1864)|Section 450.1831 - Occurrences Dissolving Corporation.

450.1831 Occurrences dissolving corporation. Sec. 831.  A corporation is dissolved when any of the following occurs:  (a) The period of duration stated in the corporation's articles of incorporation expires.  (b) A certificate of dissolution is filed pursuant to sections 803 to 805.  (c) A judgment of forfeiture of corporate franchises or of dissolution is entered by a court of competent jurisdiction and a copy of a judicial order of dissolution shall be forwarded promptly to the administrator by the receiver or other person designated by the court.  (d) Failure to file an annual report or pay an annual filing fee as provided in section 922. History: 1972, Act 284, Eff. Jan. 1, 1973 ;-- Am. 1989, Act 121, Eff. Oct. 1, 1989
MI Comp L § 450.1833 (2021)
2021 Michigan Compiled Laws|Chapter 450 - Corporations|Act 284 of 1972 - Business Corporation Act (450.1101 - 450.2099)|284-1972-8 - Chapter 8 Dissolution (450.1801...450.1864)|Section 450.1833 - Corporate Existence Continued for Purpose of Winding Up Affairs.

450.1833 Corporate existence continued for purpose of winding up affairs. Sec. 833.  Except as a court may otherwise direct, a dissolved corporation shall continue its corporate existence but shall not carry on business except for the purpose of winding up its affairs by:  (a) Collecting its assets.  (b) Selling or otherwise transferring, with or without security, assets which are not to be distributed in kind to its shareholders.  (c) Paying its debts and other liabilities.  (d) Doing all other acts incident to liquidation of its business and affairs. History: 1972, Act 284, Eff. Jan. 1, 1973
MI Comp L § 450.1834 (2021)
2021 Michigan Compiled Laws|Chapter 450 - Corporations|Act 284 of 1972 - Business Corporation Act (450.1101 - 450.2099)|284-1972-8 - Chapter 8 Dissolution (450.1801...450.1864)|Section 450.1834 - Functions of Dissolved Corporation and Its Officers, Directors, and Shareholders Continued.

450.1834 Functions of dissolved corporation and its officers, directors, and shareholders continued. Sec. 834.  Subject to section 833 and except as otherwise provided by court order, a dissolved corporation, its officers, directors and shareholders shall continue to function in the same manner as if dissolution had not occurred. Without limiting the generality of this section:  (a) The directors of the corporation are not deemed to be trustees of its assets and shall be held to no greater standard of conduct than that prescribed by section 541a.  (b) Title to the corporation's assets remains in the corporation until transferred by it in the corporate name.  (c) The dissolution does not change quorum or voting requirements for the board or shareholders, and does not alter provisions regarding election, appointment, resignation or removal of, or filling vacancies among, directors or officers, or provisions regarding amendment or repeal of bylaws or adoption of new bylaws.  (d) Shares may be transferred.  (e) The corporation may sue and be sued in its corporate name and process may issue by and against the corporation in the same manner as if dissolution had not occurred.  (f) An action brought against the corporation before its dissolution does not abate because of the dissolution. History: 1972, Act 284, Eff. Jan. 1, 1973 ;-- Am. 1993, Act 91, Eff. Oct. 1, 1993
MI Comp L § 450.1841 (2021)
2021 Michigan Compiled Laws|Chapter 450 - Corporations|Act 284 of 1972 - Business Corporation Act (450.1101 - 450.2099)|284-1972-8 - Chapter 8 Dissolution (450.1801...450.1864)|Section 450.1841 - Repealed. 1989, Act 121, Eff. Oct. 1, 1989.

450.1841 Repealed. 1989, Act 121, Eff. Oct. 1, 1989. Compiler's Notes: The repealed section pertained to notice to creditors of dissolved corporation.
MI Comp L § 450.1841a (2021)
2021 Michigan Compiled Laws|Chapter 450 - Corporations|Act 284 of 1972 - Business Corporation Act (450.1101 - 450.2099)|284-1972-8 - Chapter 8 Dissolution (450.1801...450.1864)|Section 450.1841a - Notice to Existing Claimants of Dissolution; Contents; Notice as Recognition of Validity of Claim; Conditions Barring Claim; “Existing Claim” Defined; Effective Date of Notice.

450.1841a Notice to existing claimants of dissolution; contents; notice as recognition of validity of claim; conditions barring claim; “existing claim” defined; effective date of notice. Sec. 841a.  (1) The dissolved corporation may notify its existing claimants in writing of the dissolution at any time after the effective date of the dissolution. The written notice shall include all of the following:  (a) A description of the information that must be included in a claim. The corporation may demand sufficient information to permit it to make a reasonable judgment whether the claim should be accepted or rejected.  (b) A mailing address where a claim may be sent.  (c) The deadline, which may not be less than 6 months from the effective date of the written notice, by which the dissolved corporation must receive the claim.  (d) A statement that the claim will be barred if not received by the deadline.  (2) The giving of notice described above does not constitute recognition that a person to whom the notice is directed has a valid claim against the corporation.  (3) A claim against the dissolved corporation is barred if either of the following applies:  (a) If a claimant who was given written notice under subsection (1) does not deliver the claim to the dissolved corporation by the deadline.  (b) If a claimant whose claim was rejected by a written notice of rejection by the dissolved corporation does not commence a proceeding to enforce the claim within 90 days from the effective date of the written notice of rejection.  (4) For purposes of this section and section 842a, "existing claim" means any claim or right against the corporation, liquidated or unliquidated. It does not mean a contingent liability or a claim based on an event occurring after the effective date of dissolution.  (5) For purposes of this section, the effective date of the written notice is the earliest of the following:  (a) The date it is received.  (b) Five days after its deposit in the United States mail, as evidenced by the postmark, if it is mailed postpaid and correctly addressed.  (c) The date shown on the return receipt, if the notice is sent by registered or certified mail, return receipt requested, and the receipt is signed by or on behalf of the addressee. History: Add. 1989, Act 121, Eff. Oct. 1, 1989 ;-- Am. 1993, Act 91, Eff. Oct. 1, 1993
MI Comp L § 450.1842 (2021)
2021 Michigan Compiled Laws|Chapter 450 - Corporations|Act 284 of 1972 - Business Corporation Act (450.1101 - 450.2099)|284-1972-8 - Chapter 8 Dissolution (450.1801...450.1864)|Section 450.1842 - Repealed. 1989, Act 121, Eff. Oct. 1, 1989.

450.1842 Repealed. 1989, Act 121, Eff. Oct. 1, 1989. Compiler's Notes: The repealed section pertained to notice to creditors of dissolved corporation.