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PART XI
DISSOLUTION
Manner of 97. (1) Except as otherwise provided in its articles of
effecting incorporation, a corporation may be dissolved if, at a
dissolution meeting of shareholders, the holders of two thirds of all
outstanding shares entitled to vote on a proposal to
dissolve, by resolution consent that the dissolution shall
take place. A certified copy of such resolution shall be filed
with the articles of dissolution.
(2) Whenever all the shareholders entitled to vote on a
proposal to dissolve shall consent in writing to a
dissolution, no meeting of shareholders shall be necessary.
The writing or writings, or a certified copy of same,
evidencing the consent shall be filed with the articles of
dissolution.
(3) Articles of dissolution shall be signed and delivered to
the Registrar of Companies. They shall set forth the name
of the corporation, the date its articles of incorporation
were filed with the Registrar of Companies, the name and
address of each of its directors and officers, that the
corporation elects to dissolve, and the manner in which the
dissolution was authorized. The articles of dissolution shall
be filed with the Registrar of Companies in accordance
with the provisions of section 4 of Part 1.
(4) The dissolution shall become effective as of the filing
date stated on the articles of dissolution.

 

 

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