Alabama Plan of Liquidation and Dissolution of a Corporation

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Multi-State
Control #:
US-0076BG
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Description

Dissolution is the act of bringing to an end. It is the act of rendering a legal proceeding null, or changing its character. Under corporate law, it is the last stage of liquidation. Dissolution is the process by which a company is brought to an end.



Liquidation is the selling of the assets of a business, paying bills and dividing the remainder among shareholders, partners or other investors. A business need not be insolvent to liquidate. Upon liquidation of certain business, such as a bank, a bond may be required to be posted to assure the proper distribution of assets to creditors.

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FAQ

There are different types of reasons for dissolution, such as dissolution by the court, dissolution by agreement, dissolution by notice, and compulsory dissolution. The firm needs to sell all its assets, settle the accounts, and liabilities, and discharge all the claims before the dissolution of the firm.

There are two (2) manners of voluntary dissolution, namely: a) where creditors are affected; and b) where creditors are not affected. Dissolution is involuntary if it is ordered by the Authority or a competent court having jurisdiction over the cooperatives on grounds as specified by law, and after due process.

The first is voluntary dissolution, which is an elective decision to dissolve the entity. A second is involuntary dissolution, which occurs upon the happening of statute-specific events such as a failure to pay taxes. Last, a corporation may be dissolved judicially, either by shareholder or creditor lawsuit.

Dissolution. The first step to closing up shop is receiving shareholder approval to formally close the corporation. The board of directors should adopt a resolution to dissolve the corporation and receive approval for the action.

This means that the corporation still operates regardless of ownership withdrawal or death. There are two types of dissolution: voluntary and involuntary. Voluntary dissolution first requires a vote by the board of directors to approve.

Corporate dissolution can come about in a number of different ways, either voluntarily or involuntarily. To voluntarily dissolve a company, the owner or shareholders can file a Notice of Dissolution with the Secretary of State or as ordered by the court after a vote.

You must file Form 966, Corporate Dissolution or Liquidation, if you adopt a resolution or plan to dissolve the corporation or liquidate any of its stock. You must also file your corporation's final income tax return.

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Alabama Plan of Liquidation and Dissolution of a Corporation