§415B-107 Survival of tort claims after dissolution. The dissolution of a corporation by (1) the issuance of a certificate of dissolution by the director, (2) a decree of the court when the court has not liquidated the assets and affairs of the corporation pursuant to this chapter, or (3) expiration of the corporation's period of duration, shall not take away or impair any tort remedy available to or against the corporation for any right or claim existing, or any liability incurred, prior to the dissolution; provided the action or other proceeding thereon is commenced within two years after the date of the incident giving rise to the claim, or the date of the dissolution, whichever is earlier. Any such action or proceeding by or against the corporation may be prosecuted or defended by the corporation in its corporate name. The members, directors, and officers shall have power to take such corporate or other action as shall be appropriate to protect the remedy, right, or claim. If a corporation is dissolved by the expiration of its period of duration, the corporation may amend its articles of incorporation at any time during the two-year period so as to extend its period of duration. [L 1985, c 270, pt of §1; am L 1987, c 135, §179]