Michigan Compiled Laws
284-1972-8 - Chapter 8 Dissolution (450.1801...450.1864)
Section 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

Structure Michigan Compiled Laws

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.

Section 450.1803 - Conditions to Dissolution by Incorporators or Directors; Certificate of Dissolution.

Section 450.1804 - Dissolution by Action of Board and Shareholders; Certificate of Dissolution.

Section 450.1805 - Dissolution; Execution and Filing Certificate.

Section 450.1806 - Certificate of Dissolution; Filing; Time of Effectiveness; Conditions; Date Stamp as Evidence.

Section 450.1811 - Revocation of Dissolution Proceedings; Certificate of Revocations.

Section 450.1815 - Renewal of Corporate Existence; Manner.

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.

Section 450.1821 - Action by Attorney General for Dissolution; Grounds.

Section 450.1823 - Action by Director or Shareholder for Dissolution; Judgment; Proof.

Section 450.1825 - Repealed. 1989, Act 121, Eff. Oct. 1, 1989.

Section 450.1831 - Occurrences Dissolving Corporation.

Section 450.1833 - Corporate Existence Continued for Purpose of Winding Up Affairs.

Section 450.1834 - Functions of Dissolved Corporation and Its Officers, Directors, and Shareholders Continued.

Section 450.1841 - Repealed. 1989, Act 121, Eff. Oct. 1, 1989.

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.

Section 450.1842 - Repealed. 1989, Act 121, Eff. Oct. 1, 1989.

Section 450.1842a - Publication of Notice of Dissolution; Requirements; Claimants Commencing Proceedings Within 1 Year of Notice.

Section 450.1843 - Repealed. 1989, Act 121, Eff. Oct. 1, 1989.

Section 450.1851 - Judicial Supervision of Corporate Affairs and Liquidation of Assets; Permitting Creditor to File Claim or Commence Proceeding.

Section 450.1855 - Repealed. 1989, Act 121, Eff. Oct. 1, 1989.

Section 450.1855a - Provision for Debts, Obligations, and Liabilities; Distribution of Remaining Assets.

Section 450.1861 - Implementation of Judicially Confirmed Plan of Reorganization.

Section 450.1862 - Powers of Corporation Under Judicially Confirmed Plan of Reorganization.

Section 450.1863 - Certificate or Document Filed or Recorded Pursuant to Plan of Reorganization.

Section 450.1864 - Additional Certificate or Document Filed to Conform to Plan of Reorganization as Finally Confirmed; Effect of Filing; Fees.