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4-26-1102. Certificate of dissolution.
Arkansas Code — all titles (historical 2020) · legal_authorities
4-26-1102. Certificate of dissolution.
(a) After a dissolution has been voted by the shareholders, a certificate of dissolution shall be executed by the president or a vice president of the corporation and attested by the secretary or an assistant secretary of the corporation.
(b) This certificate shall be verified by at least one (1) of the officers signing it and shall show:
(1) The name of the corporation;
(2) The names and respective addresses of its officers;
(3) The names and respective addresses of its directors;
(4) A copy of the shareholders' resolution directing the dissolution of the corporation;
(5) The number of shares outstanding and, if the shares of any class are entitled to vote as a class, the designation and number of outstanding shares of each such class;
(6) The number of shares voted for and against the resolution, respectively, and, if the shares of any class are entitled to vote as a class, the number of shares of each class voted for and against the resolution.
(c) The certificate shall be executed and filed in accordance with § 4-26-1201.
(d) Upon the filing of the certificate with the Secretary of State, the corporation is dissolved. Franchise tax liability shall terminate as of the end of the tax year in which the dissolution is voted.
Source: Arkansas Code — historical release 78 (November 6, 2020) · 4-26-1102
Stored review status: Historical 2020-11-06 source release; later amendments not reconciled; machine-extracted, not independently legally reviewed; source heading status: text_in_historical_source. A text match is a research starting point; applicability is not established.
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Stable record: arkansas_code:legal_authorities:4-26-1102
Source file: gov.ar.code.title.04.odt
Pages: Not recorded – Not recorded
Passage SHA-256: 8e6bae4463e8dafd671ebf00b9854dc7ca63af8a6b3a2734ae25b5f47630058d
Source location: content.xml paragraph 15031
Stored source content
4-26-1102. Certificate of dissolution.
(a) After a dissolution has been voted by the shareholders, a certificate of dissolution shall be executed by the president or a vice president of the corporation and attested by the secretary or an assistant secretary of the corporation.
(b) This certificate shall be verified by at least one (1) of the officers signing it and shall show:
(1) The name of the corporation;
(2) The names and respective addresses of its officers;
(3) The names and respective addresses of its directors;
(4) A copy of the shareholders' resolution directing the dissolution of the corporation;
(5) The number of shares outstanding and, if the shares of any class are entitled to vote as a class, the designation and number of outstanding shares of each such class;
(6) The number of shares voted for and against the resolution, respectively, and, if the shares of any class are entitled to vote as a class, the number of shares of each class voted for and against the resolution.
(c) The certificate shall be executed and filed in accordance with § 4-26-1201.
(d) Upon the filing of the certificate with the Secretary of State, the corporation is dissolved. Franchise tax liability shall terminate as of the end of the tax year in which the dissolution is voted.
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Arkansas Code — all titles (historical 2020) · legal_authorities
4-26-1201. Filing of corporate documents.
(a) When any provision of this chapter requires that a corporate document of any character “be executed and filed in accordance with § 4-26-1201,” or “filed in accordance with § 4-26-1201,” the execution or filing of that document and the legal effect thereof shall be controlled by the following provisions:
(1) The document shall be executed in duplicate, and, if the document consists of the original articles of incorporation, it shall be signed by all of the incorporators; but every other document executed on behalf of a corporation, unless otherwise provided in this chapter, shall be signed by the president or a vice president of the corporation and by its secretary or an assistant secretary;
(2) Except where specifically required under some provision of this chapter, the execution of the document need not be acknowledged before an officer authorized to take oaths;
(3) The document so executed in duplicate shall be delivered to the Secretary of State. If he or she finds that it conforms to law and that in respect to the corporate name no violation of §§ 4-26-401 — 4-26-403 is indicated and that the document is tendered to effect a lawful purpose and is entitled to be filed, then upon the payment of the fees required under this chapter, he or she shall endorse upon each of the duplicates tendered for filing, over his or her signature and official seal, the word “Filed” followed by the date of the filing;
(4) The Secretary of State shall retain in his or her files one (1) executed copy of the document, the ribbon copy if the document is typewritten; and he or she shall attach to the other filed copy a certificate stating that the instrument is an executed counterpart of a document filed in his or her office, giving dat
Source: Arkansas Code — historical release 78 (November 6, 2020) · 4-26-1201
Stored review status: Historical 2020-11-06 source release; later amendments not reconciled; machine-extracted, not independently legally reviewed; source heading status: text_in_historical_source. The source passage cites 4-26-1201. This identifies an authority to review, not proof of applicability.