LD 1761
pg. 4
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LR 2591
Item 1

 
dissolution of corporations organized with capital stock shall
apply to the dissolution of corporations organized without capital
stock set forth in Title 13-B, chapter 11 and deliver for filing
with the Secretary of State the required certificates, signed and
dated by the clerk or secretary of the corporation. Solely for the
purposes of this section and the dissolution of a corporation
organized without capital stock under this chapter, each member
with voting rights of such the corporation, or if such the
corporation has no does not have members with voting rights, each
director, trustee or member of the managing board, however
designated, shall be considered and deemed to be a stockholder
holding has one share of voting stock vote for the purposes of
calling, noticing, conducting and holding meetings and voting
thereat at those meetings, and for the purpose of commencing or
otherwise participating as a party in civil actions in respect of
dissolution, but for no other purposes. In addition to other
parties who may commence or participate in such civil actions as
provided in the law relating to corporations organized with capital
stock under this chapter, the Attorney General may commence, or
otherwise participate in, any civil action relating to the
dissolution of any corporation organized without capital stock
under this chapter. Any certificate, articles or other documents
required or permitted to be filed or recorded with the Secretary of
State or in any other place by the laws relating to the dissolution
of corporations organized with capital stock may be filed or
recorded with the Secretary of State or in such other places by a
corporation organized without capital stock or by any appropriate
officer thereof, with such changes therein as may be appropriate or
needful on account of such corporation not having capital stock or
stockholders. A fee of $5 shall be payable to the Secretary of
State on account of the filing of each such certificate, article or
other document. This section shall not apply to corporations
organized under or governed by Title 13-B.

 
Sec. 6. 13 MRSA §938, as amended by PL 1977, c. 592, §6, is further
amended to read:

 
§938. Distribution of assets

 
In case of the dissolution of a corporation organized without
capital stock pursuant to section 937 or any other provision of
law, the assets of the corporation remaining after the payment of
all of its debts shall must be distributed in the manner and to
the persons, firms, associations, corporations, trusts or other
legal entities provided in its certificate of organization or any
amendment thereto, provided that; however, the assets of a
charitable corporation which that is dissolved shall may not be
devoted to other than charitable purposes. In the case of the
dissolution of a corporation organized without capital stock
under this chapter other than a charitable


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