Ind. Code § 23-17-23-2

Procedure for dissolution; notice; certificate of dissolution; winding up affairs; authority of registered agent

As added by P.L.179-1991, SEC.1. Amended by P.L.63-2014, SEC.21.

Note: This version of section effective until 1-1-2018. See also following repeal of this chapter, effective 1-1-2018.

Sec. 2. (a) If the secretary of state determines that a ground exists under section 1 of this chapter for dissolving a corporation, the secretary of state shall serve the corporation with written notice of the determination under IC 23-17-6-4 unless the secretary of state:

  1. (1) receives a receipt showing failure of service of process upon the corporation's registered agent at the address of the registered office; and
  2. (2) determines that the secretary of state's office has no record of the corporation's principal office address.
  3. (b) If the corporation does not:

    1. (1) correct each ground for dissolution; or
    2. (2) demonstrate to the reasonable satisfaction of the secretary of state that each ground determined by the secretary of state does not exist;

      within at least sixty (60) days after service of the notice is perfected under IC 23-17-6-4 , the secretary of state may administratively dissolve the corporation by signing a certificate of dissolution that recites the grounds for dissolution and the effective date of the dissolution. The secretary of state shall file the original of the certificate and serve a copy on the corporation under IC 23-17-6-4 .

  4. (c) A corporation administratively dissolved continues the corporation's corporate existence but may not carry on any activities except those necessary to wind up and liquidate the corporation's affairs under IC 23-17-22-5 and notify the corporation's claimants under IC 23-17-22-6 and IC 23-17-22-7 .
  5. (d) The administrative dissolution of a corporation does not terminate the authority of the corporation's registered agent.

As added by P.L.179-1991, SEC.1. Amended by P.L.63-2014, SEC.21.

Log InSign Up