Washington Code 24.03A.914 – Effect of dissolution
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(1) A nonprofit corporation, the dissolution of which has been authorized, continues its corporate existence but may not carry on any activities except those appropriate to wind up and liquidate its affairs, including:
Terms Used In Washington Code 24.03A.914
- 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.
- Gift: A voluntary transfer or conveyance of property without consideration, or for less than full and adequate consideration based on fair market value.
- Liabilities: The aggregate of all debts and other legal obligations of a particular person or legal entity.
- Quorum: The number of legislators that must be present to do business.
(a) Collecting its assets;
(b) Disposing of its properties that will not be distributed in kind;
(c) Discharging or making provision for discharging its liabilities;
(d) Distributing its remaining property as required by the plan of distribution; and
(e) Doing every other act necessary to wind up and liquidate its activities and affairs.
(2) Dissolution of or authorization to dissolve a nonprofit corporation does not:
(a) Transfer title to the corporation’s property;
(b) Subject its directors or officers to standards of conduct different from those prescribed in RCW 24.03A.495 and 24.03A.590;
(c) Change quorum or voting requirements for its board or members; change provisions for selection, resignation, or removal of its directors or officers or both; or change provisions for amending its bylaws;
(d) Prevent commencement of a proceeding by or against the corporation in its corporate name;
(e) Abate or suspend a proceeding pending by or against the corporation on the effective date of dissolution;
(f) Terminate the authority of the registered agent of the corporation; or
(g) Modify any gift restriction, unless the restriction is modified in accordance with RCW 24.03A.190.
NOTES:
Effective date—2021 c 176: See note following RCW 24.03A.005.