(805 ILCS 5/12.30)
(from Ch. 32, par. 12.30)
Effect of dissolution.
(a) Dissolution of a corporation
terminates its corporate existence and a dissolved corporation shall not
thereafter carry on any business except that necessary to wind up and liquidate
its business and affairs, including:
(1) Collecting its assets;
(2) Disposing of its assets that will not be distributed in kind to its shareholders;
(3) Giving notice in accordance with Section 12.75 and discharging or
making provision for discharging its liabilities;
(4) Distributing its remaining assets among its shareholders according
to their interests; and
(5) Doing such other acts as are necessary to wind up and liquidate its
business and affairs.
(b) After dissolution, a corporation may transfer good and merchantable
title to its assets as authorized by its board of directors or in accordance
with its by-laws.
(c) Dissolution of a corporation does not:
(1) Transfer title to the corporation's assets;
(2) Prevent transfer of its shares or securities, provided, however, the
authorization to dissolve may provide for closing the corporation's share
(3) Effect any change in the by-laws of the corporation or otherwise affect
the regulation of the affairs of the corporation except that all action shall
be directed to winding up the business and affairs of the corporation;
(4) Prevent suit by or against the corporation in its corporate name;
(5) Abate or suspend a criminal, civil or any other proceeding
pending by or against the corporation
on the effective date of dissolution.
(Source: P.A. 85-1344.)