Where a corporation has no members or no members entitled to vote on dissolution, the dissolution of a corporation may be authorized by a majority of the directors provided that:
     (a) No debts of the corporation remain unpaid.

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Terms Used In Illinois Compiled Statutes 805 ILCS 105/112.05

  • 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.

     (b) Written notice of the election to dissolve the corporation has been given to all directors, not less than three days before the execution of articles of dissolution.