Legal Question in Business Law in Massachusetts

Re: Involuntary Dissolution by Court Order for a corpartion

Legal advice for specific situations cannot be given on this website, only general information. Individual situations may have facts and circumstances which determine a different outcome.

In general, a corporation provides contractual liability protection to the owners of the corporation. I.e., if there is a contract which the corporation was unable to complete, it would not be possible to sue the owners of the corporation, assuming that the customer or vendor was aware that they were dealing with a corporation. (It may be different for personal injury claims arising out of specific actions by the owner.) There might be exceptions in certain cases which would depend upon intent to defraud, but the simple rule is that the corporate form is not easily pierced, and does afford protection to the owners.

If they were operating as a corporation while knowingly dissolved, it is a different matter.

As to whether the corporate name can be reused, one would be well advised to check with the Corporations Division of the Secretary of State, because they will need to approve the name.

Good luck.

(Depending upon the scenario, there are many other factors which might be considered in disregarding the corporate form.)