Winding up and liquidation.
Miss. Code Ann. § 79-11-341
in effectA dissolved corporation continues its corporate existence but may not carry on any activities except those appropriate to wind up and liquidate its affairs, including: Preserving and protecting its assets and minimizing its liabilities; Discharging or making provision for discharging its liabilities and obligations; Disposing of its properties that will not be distributed in kind; Returning, transferring or conveying assets held by the corporation upon a condition requiring return, transfer or conveyance, which condition occurs by reason of the dissolution, in accordance with such condition; Transferring, subject to any contractual or legal requirements, its assets as provided in or authorized by its articles of incorporation or bylaws; and Doing every other act necessary to wind up and liquidate its assets and affairs. Dissolution of a corporation does not: Transfer title to the corporation’s property; Subject its directors or officers to standards of conduct different from those prescribed in Sections 79-11-267 and 79-11-275; Change quorum or voting requirements for its board of directors or members; 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; 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.
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