355.696. Claims against dissolved corporation. - Missouri Statutes

Claims against dissolved corporation.

355.696. 1. A dissolved corporation shall dispose of theknown claims against it by following the procedure described inthis section.

2. The dissolved corporation shall notify its knownclaimants in writing of the dissolution at any time after itseffective date. The written notice must:

(1) Describe information that must be included in a claim;

(2) Provide a mailing address where a claim may be sent;

(3) State the deadline, which may not be fewer than onehundred eighty days from the effective date of the writtennotice, by which the dissolved corporation must receive theclaim; and

(4) State that the claim will be barred if not received bythe deadline.

3. Other rules of law, including rules on thepermissibility of third-party claims, to the contrarynotwithstanding, a claim against a corporation which is dissolvedafter authorization and which has been dissolved withoutfraudulent intent is barred:

(1) If a claimant who was given written notice undersubsection 2 of this section does not deliver the claim to thedissolved corporation by the deadline;

(2) If a claimant whose claim was rejected by the dissolvedcorporation does not commence proceedings to enforce the claimwithin ninety days from the effective date of the rejectionnotice.

4. For purposes of this section, "claim" does not include acontingent liability or a claim based on an event occurring afterthe effective date of dissolution.

5. For purposes of this section, "fraudulent intent" shallbe established if it is shown that the sole or primary purpose ofthe authorization for dissolution or the dissolution was todefraud shareholders, creditors or others.

(L. 1994 H.B. 1095)

Effective 7-1-95