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Endorse for a dissolved entity

Updated: 9/18/2023
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Can a dissolved corporation sue you?

Broadly, yes. That said, most states have statutes that limit the amount of time that a dissolved corporation remains subject to suit. That is, after the expiration of that period, it is no longer "sui juris". One of the reasons behind that limitation is so claimants have am impetus to act quickly. Sometimes a corporation is administratively dissolved because an annual report is not timely filed--that may or may not be inadvertent and if it is, it can be corrected and the corporate status reinstated. If the officers/directors stop operating the business and allow the entity to lapse, it may be indicative of the fact that business has ceased and there are no assets or stream of income. In that case, it may not be worth the time or money to due the entity. Absent extraordinary circumstances, the people who were the officers and directors of the now-dissolved entity do not have an individual liability for corporate debts.