§55A‑14‑06.  Effect of dissolution.

(a) A dissolvedcorporation continues its corporate existence but shall not carry on anyactivities except those appropriate to wind up and liquidate its affairs,including:

(1) Preserving andprotecting its assets;

(2) Discharging ormaking provision for discharging its liabilities and obligations;

(3) Disposing of itsremaining assets in accordance with its plan of dissolution; and

(4) Doing every otheract necessary to wind up and liquidate its assets and affairs.

(b) Dissolution of acorporation does not:

(1) Transfer title tothe corporation's property;

(2) Subject itsdirectors or officers to standards of conduct different from those prescribedin Article 8 of this Chapter;

(3) Change quorum orvoting requirements for its board of directors or members; change provisionsfor selection, resignation, or removal of its directors or officers or both; orchange provisions for amending its bylaws;

(4) Prevent commencementof a proceeding by or against the corporation in its corporate name;

(5) Abate or suspend aproceeding pending by or against the corporation on the effective date ofdissolution; or

(6) Terminate theauthority of the registered agent of the corporation. (1955,c. 1230; 1993, c. 398, s. 1.)