New Hampshire Plan of Liquidation and Dissolution of a Corporation

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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

Simply put, a dissolution is a (typically) voluntary legal closure of a business while a liquidation involves the selling of a company's assets in order to pay creditors.

Administrative dissolution is an action taken by the Secretary of State that results in the loss of a business entity's rights, powers and authority.

No, a company is not dissolved after liquidation. Dissolving a company and liquidating it are two separate procedures. Liquidating a company means selling off its assets to claimants whereas dissolving a company is deregistering it.

Here is the process of how to dissolve a corporation. There are two different types of dissolution depending on the reason for initiating the process: voluntary dissolution and involuntary dissolution.

To dissolve a New Hampshire corporation, you need to file Articles of Dissolution. To dissolve a New Hampshire LLC, you need to request a Certificate of Dissolution from the Department of Revenue Administration. This certificate will state that the LLC has paid all its taxes due.

Once a company is dissolved, it no longer exists as a legal entity and cannot conduct business or enter into contracts. Dissolution may also trigger a number of certain legal obligations, such as the distribution of remaining assets to creditors or shareholders. It also might involve the filing of final tax returns.

However, in some cases, complete liquidation need not be accompanied by a formal or legal dissolution of the corporation.

A plan of dissolution is a written description of how an entity intends to dissolve, or officially and formally close the business. A plan of dissolution will include a description of how any remaining assets and liabilities will be distributed.

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New Hampshire Plan of Liquidation and Dissolution of a Corporation