§ 25-21,142.Dissolved corporation; trustees; corporate claims and property; duty to sue; liability.
Article 21: Special Proceedings and Actions · Not amended since original codification · Last verified July 22, 2026
In one sentenceThis section directs the trustees to sue for and recover the dissolved corporation’s debts and property, and makes them responsible to its creditors and stockholders for whatever comes into their hands, to the same extent an executor answers for a deceased person’s estate.
Full Text of § 25-21,142
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They shall sue for and recover the debts and property of the corporation, and shall be responsible to the creditors and stockholders, respectively, to the extent of
the effects which come to their hands, in the same manner as though they were the executors of a deceased person.
Section 25-21,142 gives the trustees both a duty and a yardstick for measuring how well they perform it. They shall sue for and recover the debts and property of the corporation — an active obligation to pursue what is owed, not merely to wait for debtors to pay on their own.
The statute then holds the trustees to the same standard of accountability that governs an executor handling a deceased person’s estate. They are responsible to the creditors and stockholders, respectively, to the extent of the effects that come to their hands, in the same manner as though they were the executors of a deceased person. That comparison borrows a familiar body of fiduciary obligation — care, accounting, and loyalty to the beneficiaries — and applies it directly to trustees managing a dissolved corporation’s remains.
Frequently Asked Questions
Are the trustees required to actively sue debtors of the corporation, or just wait for payment?
They must sue for and recover the corporation’s debts and property, an affirmative duty rather than a passive one.
To whom are the trustees responsible under this section?
The creditors and stockholders of the dissolved corporation, respectively, to the extent of the effects that come into the trustees’ hands.
What standard governs the trustees’ responsibility?
The same standard that applies to executors of a deceased person’s estate, a comparison the statute draws directly.
Does this section limit the trustees’ liability to only the assets they collected?
Yes. Their responsibility runs to the extent of the effects that come to their hands, rather than to a fixed dollar amount unrelated to what they collected.
How does this duty to sue relate to the trustees’ bond under Section 25-21,137?
A trustee who neglects the duty to sue and recover corporate debts and property risks the kind of negligence or wrongful act that exposes the bond to suit under Section 25-21,138.
Source & verification. Section text and the amendment-history citation are
reproduced verbatim from the Nebraska Legislature, Revisor of Statutes, enacted by the
Nebraska Legislature. Last verified July 22, 2026. ·
Official source
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