(a) A trustee, liquidating agent, responsible officer, or other representative appointed by the court for a corporation subject to an order for relief entered in a case under Chapter 11 (commencing with Section 1101) of Title 11 of the United States Code may sign and verify a certificate of dissolution when the corporation has been completely wound up.

(b) The certificate of dissolution shall state the following:

Ask a business law question, get an answer ASAP!
Thousands of highly rated, verified business lawyers.
Click here to chat with a lawyer about your rights.

Terms Used In California Corporations Code 1401.5

  • Assets: (1) The property comprising the estate of a deceased person, or (2) the property in a trust account.
  • Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
  • State: means the State of California, unless applied to the different parts of the United States. See California Education Code 77
  • Trustee: A person or institution holding and administering property in trust.

(1) The name of the corporation.

(2) That an order for relief was entered in a case under Chapter 11 (commencing with Section 1101) of Title 11 of the United States Code with respect to the corporation.

(3) The identification of the court in which the order for relief was entered and the court’s file number for the matter.

(4) That an order confirming a reorganization plan has been entered in that case.

(5) That the undersigned has been appointed by the court as a trustee, liquidating agent, responsible officer, or other representative of the corporation.

(6) That the shares of the corporation have been canceled pursuant to the terms of that plan.

(7) That the assets of the corporation have been distributed pursuant to the terms of that plan.

(8) That the corporation is dissolved.

(Amended by Stats. 2018, Ch. 92, Sec. 47. (SB 1289) Effective January 1, 2019.)