Revised Code of Washington - RCW Title 23B Washington Business Corporation Act - Chapter 23B.14 Dissolution

• 23B.14.010 Dissolution by initial directors, incorporators, or board of directors
  (1) A majority of the initial directors, or, if initial directors were not named in the articles of incorporation and have not been elected, a ...
• 23B.14.020 Dissolution by board of directors and shareholders
  (1) A corporation's board of directors may propose dissolution for submission to the shareholders. (2) For a proposal to dissolve to be adopted: (a) The ...
• 23B.14.030 Articles of dissolution -- Publication of notice
  (1) At any time after dissolution is authorized under RCW 23B.14.010 or 23B.14.020, the corporation may dissolve by delivering to the secretary of state for ...
• 23B.14.040 Revocation of dissolution
  (1) A corporation may revoke its dissolution within one hundred twenty days of its effective date. (2) Revocation of dissolution must be authorized in the ...
• 23B.14.050 Effect of dissolution
  (1) A dissolved corporation continues its corporate existence but may not carry on any business except that appropriate to wind up and liquidate its business ...
• 23B.14.060 Known claims against a dissolved corporation
  (1) A dissolved corporation that has published notice of its dissolution in accordance with RCW 23B.14.030(3) may dispose of any or all of the known ...
• 23B.14.065 Form and adequacy of satisfaction of claims -- Application to and determination by court
  (1) A dissolved corporation that has published notice of its dissolution in accordance with RCW 23B.14.030(3) may file an application, with the superior court of ...
• 23B.14.070 Holder of an unpaid claim -- Proceeding against dissolved corporation to collect amount of claim
  (1) The holder of an unpaid claim against a dissolved corporation that is not barred under RCW 23B.14.060(2) or 23B.14.065(4) or by expiration of the ...
• 23B.14.200 Administrative dissolution -- Grounds
  The secretary of state may administratively dissolve a corporation under RCW 23B.14.210 if: (1) The corporation does not pay any license fees or penalties, imposed ...
• 23B.14.203 Administrative dissolution or revocation of a certificate of authority -- Corporation name not distinguishable from name of governmental entity -- Application by governmental entity
  (1) Any county, city, town, district, or other political subdivision of the state, or the state of Washington or any department or agency of the ...
• 23B.14.210 Administrative dissolution -- Procedure and effect
  (1) If the secretary of state determines that one or more grounds exist under RCW 23B.14.200 or 23B.14.203 for dissolving a corporation, the secretary of ...
• 23B.14.220 Reinstatement following administrative dissolution -- Application
  (1) A corporation administratively dissolved under RCW 23B.14.210 may apply to the secretary of state for reinstatement within five years after the effective date of ...
• 23B.14.300 Judicial dissolution -- Grounds
  The superior courts may dissolve a corporation: (1) In a proceeding by the attorney general if it is established that: (a) The corporation obtained its ...
• 23B.14.310 Judicial dissolution or supervision of voluntary dissolution -- Procedure
  (1) Venue for any proceeding to dissolve a corporation or to supervise a voluntary dissolution brought by any party named in RCW 23B.14.300 lies in ...
• 23B.14.320 General or custodial receivership
  A court in a judicial proceeding brought under RCW 23B.14.300 may appoint one or more general receivers to wind up and liquidate the business and ...
• 23B.14.330 Decree of dissolution -- Other orders, decrees, and injunctions -- Revenue clearance certificate
  (1) If after a hearing the court determines that one or more grounds for judicial dissolution described in RCW 23B.14.300 exist, it may enter a ...
• 23B.14.340 Survival of remedy after dissolution
  The dissolution of a corporation either (1) by the filing with the secretary of state of its articles of dissolution, (2) by administrative dissolution by ...
• 23B.14.390 Secretary of state -- List of corporations dissolved
  On the first day of each month, the secretary of state shall prepare a list of corporations dissolved during the preceding month pursuant to RCW ...
• 23B.14.392 Certificate of authority as insurance company -- Filing of records
  For those corporations that have a certificate of authority, are applying for, or intend to apply for a certificate of authority from the insurance commissioner ...
• 23B.14.400 Deposit with state treasurer
  Following its dissolution, the assets of a corporation that should be transferred to a creditor, claimant, or shareholder of the corporation who cannot be found ...

Last modified: April 7, 2009