termination

Question 1

voluntary dissolution

before issuing stock

Answer 1

resolution of dissolution

Question 2

voluntary dissolution

after stock issued

Answer 2

board adopts proposal for dissolution + s/h vote

OR

ALL s/h consent w/o board approval

Question 3

required voting for dissolution

Answer 3

2/3

Question 4

who can involuntary dissolution

Answer 4

state

s/h

creditors

Question 5

involuntary dissolution

state

Answer 5

abuse of authority

no registered agent

failed to file docs

violation of fed employment law

Question 6

involuntary dissolution

s/h

Answer 6

s/h deadlock

b/d deadlock, s/h cant help, irreparable harm

illegal acts

Question 7

involuntary dissolution

creditors

Answer 7

unsatisfied claim

Corp in BK

Question 8

who gets paid first in dissolution

Answer 8

creditors

Question 9

is the board personally liable during dissolution?

Answer 9

no if they complied with duties

Question 10

what if a director voted for an unlawful distribution?

Answer 10

breach of duties

personally liable for amt of distribution

Question 11

what if a director didnt vote for it, but didnt object to it?

Answer 11

also personally liable