355.686. Revocation of dissolution. - Missouri Statutes

Revocation of dissolution.

355.686. 1. A corporation may revoke its dissolution atany time prior to the effective date of articles of termination.

2. Revocation of dissolution must be authorized in the samemanner as the dissolution was authorized unless thatauthorization permitted revocation by action of the board ofdirectors alone, in which event the board of directors may revokethe dissolution without action by the members or any otherperson.

3. After the revocation of dissolution is authorized, thecorporation may revoke the dissolution by delivering to thesecretary of state for filing articles of revocation ofdissolution, together with a copy of its articles of dissolution,that set forth:

(1) The name of the corporation;

(2) The effective date of the dissolution that was revoked;

(3) The date that the revocation of dissolution wasauthorized;

(4) If the corporation's board of directors, orincorporators, revoked the dissolution, a statement to thateffect;

(5) If the corporation's board of directors revoked adissolution authorized by the members alone or in conjunctionwith another person or persons, a statement that revocation waspermitted by action by the board of directors alone pursuant tothat authorization; and

(6) If member or third person action was required to revokethe dissolution, the information required by subdivisions (5) and(6) of subsection 1 of section 355.681.

4. Revocation of dissolution is effective upon theeffective date of the articles of revocation of dissolution.

5. When the revocation of dissolution is effective, itrelates back to and takes effect as of the effective date of thedissolution and the corporation resumes carrying on itsactivities as if dissolution had never occurred.

(L. 1994 H.B. 1095)

Effective 7-1-95