The dissolution of a corporation in any manner, except by a decree of the superior court when the court has supervised the liquidation of the assets and business of the corporation as provided in Code Sections 14-2-1430 through 14-2-1433, shall not take away or impair any remedy available to such corporation, its directors, officers, or shareholders for any right or claim existing prior to such dissolution if action or other proceeding thereon is pending on the date of such dissolution or is commenced within two years after the date of such dissolution. Any such action or proceeding by the corporation may be prosecuted by the corporation in its corporate name. The shareholders, directors, and officers shall have power to take such corporate or other action as shall be appropriate to protect such remedy, right, or claim.
History. Code 1981, § 14-2-1410 , enacted by Ga. L. 1996, p. 1203, § 9.
Law reviews.
For article, “Business Associations,” see 63 Mercer L. Rev. 83 (2011).
For review of 1996 corporation, partnership, and association legislation, see 13 Ga. St. U. L. Rev. 70.
Structure Georgia Code
Title 14 - Corporations, Partnerships, and Associations
Chapter 2 - Business Corporations
Part 1 - Voluntary Dissolution
§ 14-2-1401. Dissolution by Incorporators or Initial Directors
§ 14-2-1402. Dissolution by Board of Directors and Shareholders
§ 14-2-1403. Notice of Intent to Dissolve
§ 14-2-1403.1. Publication of Notice of Intent to Dissolve
§ 14-2-1404. Revocation of Dissolution Proceedings
§ 14-2-1405. Effect of Notice of Intent to Dissolve
§ 14-2-1406. Known Claims Against Corporation in Dissolution
§ 14-2-1407. Unknown Claims Against Corporation in Dissolution
§ 14-2-1408. Articles of Dissolution
§ 14-2-1409. Revival of Corporation After Dissolution by Expiration of Period of Duration
§ 14-2-1410. Preservation of Remedies of Dissolved Corporations