Effect of dissolution.
Miss. Code Ann. § 79-4-14.05
in effectA 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:
Collecting its assets; Disposing of its properties that will not be distributed in kind to its shareholders; Discharging or making provision for discharging its liabilities; Distributing its remaining property among its shareholders according to their interests; and Doing every other act necessary to wind up and liquidate its business and affairs. Abate or suspend a proceeding pending by or against the corporation on the effective date of dissolution; or Terminate the authority of the registered agent of the corporation.
Dissolution of a corporation does not:
Transfer title to the corporation’s property;
Prevent transfer of its shares of securities, although the authorization to dissolve may provide for closing the corporation’s share transfer records;
Subject its directors and officers to standards of conduct different from those prescribed in Article 8;
Change quorum or voting requirements for its board of directors or shareholders; change provisions for selection, resignation or removal of its directors or officers or both; or change provisions for amending its bylaws;
Prevent commencement of a proceeding by or against the corporation in its corporate name;
Source: Public.Resource.Org MS CodeURL: https://unicourt.github.io/cic-code-ms/transforms/ms/ocms/r78/gov.ms.code.title.79.htmlFetched: 10/18/2026
