District Of Columbia § 29-412.02 - Approval of dissolution.
Full text of District Of Columbia D.C. Code § 29-412.02 — Approval of dissolution., with citation guidance and answers to common questions.
§ 29-412.02. Approval of dissolution.
29-412.02The board of directors of a membership corporation may propose dissolution for submission to the members.
For a proposal to dissolve to be adopted:
The board of directors shall recommend dissolution to the members unless the board of directors determines that because of conflict of interest or other special circumstances, it should make no recommendation and communicates the basis for its determination to the members; and
The members entitled to vote must approve the proposal to dissolve as provided in subsection (e) of this section.
The board of directors may condition its submission of the proposal for dissolution on any basis.
The nonprofit corporation shall give notice to each member, whether or not entitled to vote, of the proposed meeting of members. The notice shall also state:
That the purpose, or one of the purposes, of the meeting is to consider dissolving the corporation; and
How the assets of the corporation will be distributed after all creditors have been paid or how the distribution of assets will be determined.
Unless the articles of incorporation, the bylaws, or the board of directors acting pursuant to subsection (c) of this section, requires a greater vote or a greater number of members to be present, the adoption of the proposal to dissolve by the members shall require the approval of the members at a meeting at which a quorum exists, and, if any class of members is entitled to vote as a separate group on the proposal, the approval of each such separate voting group at a meeting at which a quorum of the voting group exists.
If the nonprofit corporation does not have any members entitled to vote on its dissolution, a proposal to dissolve shall be adopted by the corporation when it has been adopted by the board of directors.
A charitable corporation shall give the Attorney General for the District of Columbia notice in the form of a record that it intends to dissolve before the time it delivers articles of dissolution to the Mayor. Notice to the Attorney General under this section shall not delay or otherwise affect the dissolution process.
Annotations
Source: official District Of Columbia text · Last verified 2026-08-27
Frequently Asked Questions About District Of Columbia § 29-412.02
What does D.C. Code § 29-412.02 cover?
Section 29-412.02 ("Approval of dissolution.") is part of the D.C. Code, the codified statutory law of District Of Columbia. It sets out the legal rule or procedure described in the text above. Statutes are amended regularly, so always verify against the official source.
How do I cite District Of Columbia § 29-412.02?
A common citation format is "D.C. Code § 29-412.02" (District Of Columbia). Legal writing may require the code abbreviation, section number, and year or edition. Match the style required by your court, professor, or publisher.
Is this the official text of District Of Columbia law?
No. This page is for research and education and may not include the most recent amendments. For official current law, check the District Of Columbia official source linked on this page or consult a licensed District Of Columbia attorney.
How does District Of Columbia § 29-412.02 apply to my situation?
Statutes are interpreted in context, and application depends on your specific facts. Only a licensed attorney in District Of Columbia can advise on how this section applies to you. Contact your state or local bar association for a referral.
Sources & Verification
Not legal advice. Verify against the official source and consult a licensed attorney in District Of Columbia.