351.474. Revocation of dissolution.

Revocation of dissolution.

351.474. 1. A corporation may revoke its dissolutionwithin one hundred twenty days of its effective date.

2. Revocation of dissolution must be authorized in the samemanner as the dissolution was authorized unless thatauthorization permitted revocation by action of the board ofdirectors alone, in which event the board of directors mayrevoke the dissolution without shareholder action.

3. After the revocation of dissolution is authorized, thecorporation may revoke the dissolution by delivering to thesecretary of state for filing articles of revocation ofdissolution, together with a copy of its articles ofdissolution, that set forth:

(1) The name of the corporation;

(2) The effective date of the dissolution that was revoked;

(3) The date that the revocation of dissolution wasauthorized;

(4) If the corporation's board of directors, orincorporators, revoked the dissolution, a statement to thateffect;

(5) If the corporation's board of directors revoked adissolution authorized by the shareholders, a statement thatrevocation was permitted by action by the board of directorsalone pursuant to that authorization; and

(6) If shareholder action was required to revoke thedissolution, the information required by subdivision (3) or (4)of subsection 1 of section 351.468.

4. Revocation of dissolution is effective upon theeffective date of the articles of revocation of dissolution.

5. When the revocation of dissolution is effective, itrelates back to and takes effect as of the effective date of thedissolution and the corporation resumes carrying on its businessas if dissolution has never occurred.

(L. 1990 H.B. 1432)