Florida § 617.1401 - Voluntary dissolution of corporation prior to conducting its affairs.

§ 617.1401. Voluntary dissolution of corporation prior to conducting its affairs.

(1) At any time after the filing of the articles of incorporation, a corporation which has not commenced to conduct its affairs may be voluntarily dissolved in the following manner: (a) If there are no directors of the corporation, by the incorporator or, if there is more than one incorporator, by a majority of the incorporators; or (b) If there are directors of the corporation, by a majority of the directors. (2) Articles of dissolution must be executed in accordance with s. 617.01201 and must set forth: (a) The name of the corporation; (b) The date of filing of its articles of incorporation; (c) That the corporation has not commenced to conduct its affairs; (d) That no debts of the corporation remain unpaid; (e) That any net assets of the corporation remaining after winding up have been distributed in accordance with s. 617.1406; and (f) That the incorporator or a majority of the incorporators or a majority of the directors, as the case may be, authorized the dissolution. (3) The articles of dissolution must be filed and shall become effective in accordance with s. 617.1403, may be revoked in accordance with s. 617.1404, and shall have the effect prescribed in s. 617.1405.