Idaho Articles of Dissolution (General Business) are documents that are filed with the Idaho Secretary of State in order to formally dissolve a business in the state of Idaho. Generally, this document is used by corporations, limited liability companies (LCS) and limited partnerships (LPs). There are two types of Idaho Articles of Dissolution that can be filed for general business organizations. The first type is the Articles of Dissolution for Voluntary Dissolution. This document is used when the owners of the business have made the decision to voluntarily terminate the business. The second type is the Articles of Dissolution for Administrative Dissolution. This document is used when the business has failed to meet certain filing requirements and has been administratively dissolved by the Idaho Secretary of State. Both types of Articles of Dissolution must include certain information such as the business name, date of dissolution, and the name and signature of the person filing the document.
Idaho Articles of Dissolution (General Business)
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30-29-640. distributions to shareholders. (a) A board of directors may authorize and the corporation may make distributions to its shareholders subject to restriction by the articles of incorporation and the limitation in subsection (c) of this section.
A written consent may be revoked by a writing to that effect delivered to the corporation before unrevoked written consents sufficient in number to take the corporate action have been delivered to the corporation.
29-103. Presumption of consideration. A written instrument is presumptive evidence of a consideration.
LLC ownership is personal property to its members. Therefore the operating agreement and Idaho state laws declare the necessary steps of membership removal. To remove a member from your LLC, a withdrawal notice, a unanimous vote, or a procedure depicted in the articles of organization may entail.
30-30-504. Action by written consent. (1) Unless limited or prohibited by the articles or bylaws, action required or permitted by this act to be approved by the members may be approved without a meeting of members if the action is approved by members holding at least eighty percent (80%) of the voting power.
(a) In a proceeding under section 30-29-1430(a)(2), Idaho Code, to dissolve a corporation, the corporation may elect or, if it fails to elect, one (1) or more shareholders may elect to purchase all shares owned by the petitioning shareholder at the fair value of the shares.
Business Closure/Sale/Dissolution/Bankruptcy Contact an attorney and an accountant for assistance with final tax returns and creation of a seller's contract that conforms with Idaho law. Secretary of State: File the appropriate form to terminate the business registration or transfer it to a new owner.
30-25-702. WINDING UP. (a) A dissolved limited liability company shall wind up its activities and affairs and, except as otherwise provided in section 30-25-703, Idaho Code, the company continues after dissolution only for the purpose of winding up. (G) Perform other acts necessary or appropriate to the winding up.