Section 16-10a-1405 - Effect of dissolution(1) A dissolved corporation continues its corporate existence but may not carry on any business except that appropriate to wind up and liquidate its business and affairs, including:(a) collecting its assets;(b) disposing of its properties that will not be distributed in kind to its shareholders;(c) discharging or making provision for discharging its liabilities;(d) distributing its remaining property among its shareholders according to their interests; and(e) doing every other act necessary to wind up and liquidate its business and affairs.(2) Dissolution of a corporation does not:(a) transfer title to the corporation's property;(b) prevent transfer of its shares or securities, although the authorization to dissolve may provide for closing the corporation's share transfer records;(c) subject its directors or officers to standards of conduct different from those prescribed in Part 8, Directors and Officers;(d) change: (i) quorum or voting requirements for its board of directors or shareholders;(ii) provisions for selection, resignation, or removal of its directors or officers or both; or(iii) provisions for amending its bylaws or its articles of incorporation;(e) prevent commencement of a proceeding by or against the corporation in its corporate name;(f) abate or suspend a proceeding pending by or against the corporation on the effective date of dissolution; or(g) terminate the authority of the registered agent of the corporation.Amended by Chapter 189, 2014 General Session ,§ 78, eff. 5/13/2014.Enacted by Chapter 277, 1992 General Session