Georgia Plan of Liquidation and Dissolution of a Corporation

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Multi-State
Control #:
US-0076BG
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Word; 
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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.

How to fill out Plan Of Liquidation And Dissolution Of A Corporation?

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FAQ

A corporation that has issued shares and commenced business may dissolve by filing a Notice of Intent to Dissolve pursuant to O.C.G.A. 14-2-1403 and Articles of Dissolution pursuant to O.C.G.A. 14-2-1408. Form CD 410 and CD 412 may be used for this purpose.

To terminate with the Secretary of State, the LLC has to be active with good standing. There is no fee to file this certificate. No official tax clearance is required to dissolve your LLC. The filing of a dissolution for a Georgia LLC typically takes 7 to 10 business days.

You must pay all of your debts before you can distribute company assets to the members when closing an LLC. The members are personally liable to the creditors of the company, so you must be sure the creditors are paid before taking the remaining assets.

The corporation's bylaws or the LLC operating agreement typically outline the dissolution process and needed approvals. To comply with corporation formalities, the board of directors should draft and approve the resolution to dissolve. Shareholders then vote on the director-approved resolution.

It takes the Georgia SOS between seven and ten business days to process the LLC certificate of termination. The SOS offers 24 hour expedited processing for an additional fee.

A domestic corporation or limited liability company (?LLC?) that is administratively dissolved may apply for reinstatement within 5 years of the date of the administrative dissolution by filing an application for reinstatement.

The following are the steps to dissolve an LLC in Georgia: Step 1: Vote to Dissolve the LLC. ... Step 2: Submit Your Last Tax Return. ... Step 3: File Articles of Dissolution. ... Step 4: Cancel Permits and Licenses. ... Step 5: Cancel EIN. ... Step 6: Pay Debts. ... Step 7: Distribute Assets.

A corporation that has issued shares and commenced business may dissolve by filing a Notice of Intent to Dissolve pursuant to O.C.G.A. 14-2-1403 and Articles of Dissolution pursuant to O.C.G.A. 14-2-1408. Form CD 410 and CD 412 may be used for this purpose.

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Georgia Plan of Liquidation and Dissolution of a Corporation