US Legal Forms
Forms Kit
Corporation
North Carolina
North Carolina Dissolution Package to Dissolve Corporation

Articles Of Dissolution Nc With File

Category:

Corporations - Dissolution

State:

North Carolina

Control #:

NC-DP-0001

Format:

Instant download

Description

The Articles of Dissolution NC with file is a critical form for corporations wishing to voluntarily dissolve in North Carolina. It outlines two primary paths for dissolution: through the directors if no shares are issued, or via a board recommendation followed by shareholder approval if shares are present. Key features of the form include instructions for completion, which necessitate accurate corporate details, names of officers and directors, and the dissolution date. The form's filing fee is $30, and it must be submitted alongside a Cover Sheet and a transmittal letter. The process facilitates the orderly winding up of corporate affairs, including notifying known claimants and publishing notice for unknown claims. For attorneys, partners, owners, and paralegals, this form is essential for ensuring compliance with statutory requirements and protecting against future liabilities. Legal assistants can play a vital role in gathering necessary information and managing the documentation for timely submission.

Business incorporate for the business

View this form

Dissolution dissolve company for sale

View this form

Business liquidation near me

View this form

Breakup plan

View this form

Built-in online Word editor

Make edits, fill in missing information, and update formatting in US Legal Forms—just like you would in MS Word.

Export easily

Download a copy, print it, send it by email, or mail it via USPS—whatever works best for your next step.

E-sign your document

Sign and collect signatures with our SignNow integration. Send to multiple recipients, set reminders, and more. Go Premium to unlock E-Sign.

Notarize online 24/7

If this form requires notarization, complete it online through a secure video call—no need to meet a notary in person or wait for an appointment.

Store your document securely

We protect your documents and personal data by following strict security and privacy standards.

Make edits, fill in missing information, and update formatting in US Legal Forms—just like you would in MS Word.

Download a copy, print it, send it by email, or mail it via USPS—whatever works best for your next step.

Sign and collect signatures with our SignNow integration. Send to multiple recipients, set reminders, and more. Go Premium to unlock E-Sign.

If this form requires notarization, complete it online through a secure video call—no need to meet a notary in person or wait for an appointment.

We protect your documents and personal data by following strict security and privacy standards.

Looking for another form?

This field is required

Lease Agreement Living Will Living Trust Home Sale Last Will and Testament Power of Attorney Quitclaim Deed Horse forms Construction Contract Contractor Agreement

Promissory Note - Balloon Note

View this form

Invoice Template for Self Employed

View this form

Sample Letter regarding Resolution not Enc...

View this form

Complaint For Declaratory Judgment, Tempor...

View this form

Short Form Due Diligence Request List for ...

View this form

Distributorship and Marketing Agreement

View this form

Construction Contract for Subcontractor

View this form

Condominium Bylaws - Residential Condo Dev...

View this form

A01 Emergency Ex Parte Motion for Temporar...

View this form

Mentee Contact List Form for Mentorship Pr...

View this form

How to fill out North Carolina Dissolution Package To Dissolve Corporation?

Drafting legal documents from scratch can often be a little overwhelming. Some cases might involve hours of research and hundreds of dollars invested. If you’re searching for a simpler and more affordable way of creating Articles Of Dissolution Nc With File or any other documents without jumping through hoops, US Legal Forms is always at your disposal.

Our virtual collection of more than 85,000 up-to-date legal documents covers almost every aspect of your financial, legal, and personal affairs. With just a few clicks, you can instantly get state- and county-compliant templates carefully prepared for you by our legal specialists.

Use our website whenever you need a trustworthy and reliable services through which you can easily locate and download the Articles Of Dissolution Nc With File. If you’re not new to our services and have previously set up an account with us, simply log in to your account, locate the template and download it away or re-download it anytime later in the My Forms tab.

Not registered yet? No problem. It takes minutes to set it up and explore the library. But before jumping straight to downloading Articles Of Dissolution Nc With File, follow these recommendations:

Check the form preview and descriptions to make sure you have found the form you are looking for.
Make sure the template you select complies with the regulations and laws of your state and county.
Pick the best-suited subscription option to get the Articles Of Dissolution Nc With File.
Download the form. Then fill out, certify, and print it out.

US Legal Forms has a spotless reputation and over 25 years of expertise. Join us today and turn document completion into something easy and streamlined!

Form popularity

FAQ

If the corporation has issued shares, the board of directors must recommend the dissolution to the shareholders, and the shareholders must approve the dissolution with a written resolution. N.C.G.S. § 55A-14-02. After shareholder approval, the Articles of Dissolution may be delivered to the Secretary of State.

How do you dissolve a North Carolina Corporation? To dissolve a North Carolina corporation, you just need to file form B-06, Articles of Dissolution by Board of Directors and Shareholders, Business Corporation with the North Carolina Secretary of State, Corporations Division (SOS).

Submit the Articles of Dissolution and the Coversheet to the SOS online, by mail, or in person and include payment. The North Carolina SOS accepts cash, certified checks, money orders, business or personal checks (with address and telephone number). Checks, etc., should be payable to North Carolina Secretary of State.

Filing the Document The Articles of Incorporation signed by the incorporator(s) must be submitted to the N.C. Department of the Secretary of State by mail or in person, along with a check, money order, or cash for the $125 filing fee required by law.

First, you need to be sure to include the legal name of your company. Second, your articles of dissolution should state the date when your company will be dissolved. Finally, there should be a statement that your corporation's board of directors or your LLC's members approved the dissolution.

Trusted and secure by over 3 million people of the world’s leading companies

North Carolina Dissolution Package to Dissolve Corporation

NORTH CAROLINA CORPORATE DISSOLUTION

Statutory Reference:

NORTH CAROLINA GENERAL STATUTES, Â§Â§55-14-01 through 55-14-08

General Discussion:

There are two ways to voluntarily dissolve a business corporation in the State of North Carolina: 1) by the directors or, if the corporation has no directors, by a majority of the incorporators if the corporation has not issued any shares, or 2) by board of directors and shareholders.

If the corporation has not issued shares, the directors or, if the corporation has no directors, a majority of the incorporators may dissolve the corporation by filing articles of dissolution with the Secretary of State.

If the corporation has issued shares, then the corporation may be dissolved if the board of directors recommends dissolution to the shareholders and the shareholders approve the recommendation of dissolution. If the Board determines that special circumstances exist, or that there is some conflict with the board making a recommendation of dissolution, then the board may make no recommendation to the shareholders and advise the shareholders of why it is failing to make a recommendation.Â The board of directors may condition the submission of its proposal for dissolution on any basis.

The shareholders entitled to vote on whether or not the corporation should be dissolved must approve the board's recommendation.Â Prior to a vote on any recommendation of the board, all shareholders must be notified of the proposed shareholders meeting to address the issue of dissolution.Â Unless the certificate of incorporation or the board of directors requires a greater vote, the proposal to dissolve must be approved by a majority of all the votes entitled to be cast on that proposal.Â If the board's recommendation is approved by the shareholders, then articles of dissolution are filed with the Secretary of Sate.

A corporation is dissolved upon the effective date of its articles of dissolution.

However, as important as following the correct procedures for "dissolving" the corporation are the actions which must be taken by the "dissolved" corporation after dissolution to accomplish the "winding up" of the corporation's affairs.

A dissolved corporation continues its corporate existence, but it but may not carry on any business except that appropriate to wind up and liquidate its business and affairs.Â As part of the "winding up," the corporation may collect its assets, dispose of property that will not be distributed to shareholders, satisfy or make provision to satisfy its liabilities, and distribute any assets remaining after creditors have been satisfied to its shareholders.Â Generally speaking, the "dissolved" corporation can do anything necessary to wind up and liquidate its business affairs.

Dissolution of a corporation does not transfer title to the corporation's property, does not prevent the transfer of corporate shares, does not subject the directors and officers to a different standard of care than before the dissolution, does not change any voting requirements, does not prevent transfer of the corporation's stock, does not stop any one from suing the corporation, does not stop any pending legal action, does not terminate the authority or obligations of the corporation's registered agent, and does not automatically render the shareholders liable for the debts of the corporation.

A dissolved corporation may dispose of the known claims against it by following these statutory requirements:

The corporation must notify its known claimants in writing of the dissolution after the effective date of dissolution.Â This written notice must describe the information that must be included in a claim, must provide a mailing address where a claim may be sent, must state the deadline by which the corporation must receive the claim, and must state that the claim will be barred if not received by the deadline, which must be at least 120 days from the date of the notice.

A claim against the corporation is barred if a claimant who was given written notice does not deliver the claim to the corporation by the deadline OR if a claimant whose claim was rejected by the corporation by written notice of rejection does not sue to enforce the claim within 90 days from the date of the rejection notice.Â Note:Â a "claim" does not include a contingent liability or a claim based on an event occurring after the effective date of dissolution.

A corporation may satisfy and dispose of the unknown claims against it by following the procedure:

The corporation may publish notice of its dissolution and request that persons with claims against the corporation present them in accordance with the notice. The notice must be published one time in a newspaper of general circulation in the county where the corporation's principal office is/was located or, if the corporation had no office in North Carolina, then in a newspaper of general circulation in the county where the corporations registered office is/was located.Â The notice must describe the information that must be included in a claim and provide a mailing address where the claim may be sent.Â The notice must also state that claims against the corporation will be barred unless a proceeding to enforce the claim is commenced within five years after the publication of the notice.

If the corporation publishes a newspaper notice, claims against the corporation are barred unless the claimant commences a proceeding to enforce the claim against the corporation within five years after the publication date of the newspaper notice.

Any entity having a claim against the corporation may enforce its claim against undistributed assets of the corporation, or if the assets have been distributed to shareholders, then against the shareholders. Claims against a shareholder of the corporation are limited to the shareholder's pro rata share of the claim or to the corporate assets distributed to the shareholder, whichever is less.Â A shareholder's total liability for all claims cannot exceed the total amount of assets distributed to the shareholder.

Note: All Information and Previews are subject to the Disclaimer located on the main forms page, and also linked at the bottom of all search results.

North Carolina Dissolution Package to Dissolve Corporation

NORTH CAROLINA CORPORATE DISSOLUTION

Statutory Reference:

NORTH CAROLINA GENERAL STATUTES, Â§Â§55-14-01 through 55-14-08

General Discussion:

A corporation is dissolved upon the effective date of its articles of dissolution.

A dissolved corporation may dispose of the known claims against it by following these statutory requirements:

A corporation may satisfy and dispose of the unknown claims against it by following the procedure:

Note: All Information and Previews are subject to the Disclaimer located on the main forms page, and also linked at the bottom of all search results.

Articles Of Dissolution Nc With File

Description

Related forms

Get your form ready online

Looking for another form?

Viewed forms

How to fill out North Carolina Dissolution Package To Dissolve Corporation?

Form popularity

FAQ

How do I dissolve a corporation in North Carolina?

How do you dissolve a corporation in North Carolina?

How do I file an article of dissolution in NC?

How do I file articles of incorporation in North Carolina?

How do you write an article of dissolution?

Trusted and secure by over 3 million people of the world’s leading companies

Articles Of Dissolution Nc With File

Description

Related forms

Get your form ready online

Looking for another form?

Viewed forms

How to fill out North Carolina Dissolution Package To Dissolve Corporation?

Form popularity

FAQ

How do I dissolve a corporation in North Carolina?

How do you dissolve a corporation in North Carolina?

How do I file an article of dissolution in NC?

How do I file articles of incorporation in North Carolina?

How do you write an article of dissolution?

Articles Of Dissolution Nc With File Related Searches

Trusted and secure by over 3 million people of the world’s leading companies