State Codes and Statutes

Statutes > New-jersey > Title-14a > Section-14a-12 > 14a-12-5-1

14A:12-5.1.  Dissolution upon expiration of period of duration
    (1) A corporation shall not be dissolved when the period of duration stated  in its certificate of incorporation expires until a certificate of dissolution  executed on its behalf has been filed in the office of the Secretary of State.   Upon written demand to the corporation by any shareholder, a corporation whose  duration has expired shall, within 60 days of such demand, file a certificate  of dissolution in the office of the Secretary of State unless within such time  it amends its certificate of incorporation to extend its duration, as provided  in section 14A:9-1(2)(c).

    (2) A certificate of dissolution filed pursuant to this section shall set forth

     (a) the name of the corporation;

      (b) the name of the registered agent of the corporation;

      (c) the location of the registered office of the corporation;

      (d) the names of the corporation's directors and officers;  and

      (e) the fact that the corporation is dissolved because of expiration of the  period of duration stated in its certificate of incorporation.

     L.1973, c. 366, s. 66, eff. May 1, 1974.