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HomeCorporations CodeCh. 16§ 12637 Corporate Dissolution Court Petition

§ 12637 Corporate Dissolution Court Petition

Corporations Code·California
AI Summary·Official Text·Key Terms·Related Statutes·References
AI SummaryVerified

§ 12637 Corporate Dissolution Court Petition

This law says a company can ask a court to officially close it down instead of just filing papers. The court will tell everyone involved and give them a chance to object.

Key Takeaways

  • •A company can ask a court to help close it down properly.
  • •The court will notify everyone who might be affected.
  • •People have 30 days to object before the closure is final.

Example

A small business wants to shut down but isn't sure if all debts are paid.

The business can ask a court to check everything and officially close it. If no one complains within 30 days, the court will approve the shutdown.

AI-generated — May contain errors. Not legal advice. Always verify source.

Official Source
View on CA.gov

§ 12637 Corporate Dissolution Court Petition

(a) The board, in lieu of filing the certificate of dissolution, may petition the superior court of the proper county for an order declaring the corporation duly wound up and dissolved. Such petition shall be filed in the name of the corporation. (b) Upon the filing of the petition, the court shall make an order requiring all interested persons to show cause why an order shall not be made declaring the corporation duly wound up and dissolved and shall direct that the order be served by notice to all creditors, claimants, and members in the same manner as the notice given under subdivision (b) of Section 12627. (c) Any person claiming to be interested as member, creditor, or otherwise may appear in the proceeding at any time before the expiration of 30 days from the completion of publication of the order to show cause and contest the petition, and upon failure to appear such person’s claim shall be barred. (d) Thereafter an order shall be entered and filed and have the effect as prescribed in Sections 12628 and 12629. (Added by Stats. 1982, Ch. 1625, Sec. 3. Operative January 1, 1984.)

Last verified: January 10, 2026

Key Terms

certificate of dissolutionwound up and dissolvedorder to

Related Statutes

  • § 6617 Corporate Dissolution Court Petition
  • § 8617 Corporate Dissolution Court Petition
  • § 12631 Corporate Dissolution Certificate Filing
  • § 12633 Corporate Voluntary Dissolution Process
  • § 12635 Corporate Dissolution Certificate

References

  • Official text at leginfo.legislature.ca.gov
  • California Legislature. Corporations Code. Section 12637.
View Official Source