- dissolution
- Act or process of dissolving; termination; winding up. In this sense it is frequently used in the phrase "dissolution of a partnership."See partnership, below, this topic.Contracts.The dissolution of a contract is the cancellation or abrogation of it by the parties themselves, with the effect of annulling the binding force of the agreement, and restoring each party to his original rights.Corporation.The dissolution of a corporation is the termination of its legal existence. This may take place in several ways; as by act of the legislature, by surrender or forfeiture of its charter; by expiration of its charter by lapse of time; by proceedings for winding it up under the law; by loss of all its members or the reduction below the statutory limit; by bankruptcy. Bruun v. Katz Drug Co., 351 Mo. 731, 173 S.W.2d 906, 909.Dissolution of a corporation can be either voluntary (initiated and approved by board of directors and shareholders) or involuntary. Involuntary dissolutions may be "administrative" (e.g., by state for failure of corporation to file reports or pay certain taxes) or "judicial" (e.g., by attorney general for abuse of corporate authority; by shareholders because of deadlock in managements; by unpaid creditors) or can result from bankruptcy of corporation. Procedures for corporate dissolution are usually provided for in state statutes.See e.g. Rev.Model Bus.Corp.Act No. 14.01 et seq.See also articles of dissolution- liquidation.Marriage.The act of terminating a marriage; divorce; but the term does not include annulment. Delhi v. Jones, 170 Tenn. 217, 94 S.W.2d 47, 48.See divorce.Partnership.The dissolution of a partnership is the change in the relation of the partners caused by any partner ceasing to be associated in the carrying on as distinguished from the winding up of the business. Uniform Partnership Act, No. 29
Black's law dictionary. HENRY CAMPBELL BLACK, M. A.. 1990.