Subject: Urgent — Official Notice of Intent to Administratively Dissolve or Revoke Corporation — Action Required [Your Company Letterhead] [Date] [Recipient's Name] [Recipient's Address] [City, State ZIP Code] Dear [Recipient's Name], Re: Notification of Official Notice of Intent to Administratively Dissolve or Revoke Corporation — [Your Company Name] I hope this letter finds you well. We regret to inform you that the Pennsylvania Department of State has issued an official notice of intent to administratively dissolve or revoke the existence of [Your Company Name] for non-compliance with the statutory requirements as outlined in the Pennsylvania Business Corporation Law. As stipulated under Section 5701(a)(2) of the Pennsylvania Business Corporation Law, failure to submit the required annual report and/or pay the corresponding annual fee for a consecutive period of two years will result in the administrative dissolution or revocation of the corporation. Upon receiving the official notice dated [date of notice], we immediately initiated an internal investigation to understand the circumstances leading to this oversight. While we deeply regret the situation, we take full responsibility for this lapse and are committed to resolving the issue promptly. To rectify the situation and ensure continued existence, we kindly request your immediate assistance in: 1. Verifying the accuracy of the corporation's contact information, including the registered office address and the registered agent's details, as provided on the official notice. If any discrepancies are noted, please contact our office at [your contact information] within ten (10) business days of receiving this letter. 2. Promptly preparing and submitting the outstanding annual reports, including any relevant supporting documentation, to the Pennsylvania Department of State before the expiration of the notice period, which is [enter notice period expiration date]. 3. Paying any outstanding annual fees, penalties, or fines associated with the overdue annual reports. The required amount can be calculated based on the information provided in the official notice. Please note that failure to take immediate action in response to this official notice will result in the administrative dissolution or revocation of [Your Company Name] on [enter dissolution/revocation date]. This may lead to severe legal and financial consequences for both the corporation and its stakeholders. We understand the urgency and seriousness of this matter and assure you that we are fully committed to resolving it promptly. Our team is readily available to assist you in any way possible to ensure compliance and safeguard the continuation of our corporation's operations. Should you require any additional information, clarification, or guidance to complete the necessary steps, please do not hesitate to contact our dedicated point of contact, [Your Contact Person], at [Your Contact Person's Email/Phone Number]. Once again, we apologize for any inconvenience caused and appreciate your immediate attention to this matter. We look forward to your swift response. Sincerely, [Your Name] [Your Title] [Your Company Name] [Your Company Address] [City, State ZIP Code] Enclosure: Official Notice of Intent to Administratively Dissolve or Revoke Corporation
Pennsylvania Sample Letter regarding Notification of Official Notice of Intent to Administratively Dissolve or Revoke Corporation
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How to fill out Pennsylvania Sample Letter Regarding Notification Of Official Notice Of Intent To Administratively Dissolve Or Revoke Corporation?
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FAQ
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.
To dissolve your corporation in Pennsylvania, you provide the completed Articles of Dissolution-Domestic (DSCB: 15-1977/5877) form to the Department of State, Corporation Bureau, by mail or in person. You may fax file if you have a customer deposit account with the Bureau.
Administrative dissolution is an involuntary dissolution action taken by the Secretary of State, or whatever they call it in your state, that results in the loss of the business entity's rights to do business in that particular location.
Administrative dissolution is the taking away of the rights, powers, and authority of a domestic corporation, LLC, or other statutory business entity by the state administrator overseeing business entities, due to the entity's failure to comply with certain obligations of the business entity statute.
People who continue to operate a business that has been dissolved, are taking a serious risk. That's because once the company dissolves, the corporate protections no longer exist. That means that someone who operates the dissolved business, can be sued personally for anything the (dissolved) company does.
After dissolution, a corporation is generally expected to pay all its existing debts and then liquidate its remaining assets to its shareholders. This sometimes becomes difficult, however, where there are unknown claims that may exist against the corporation.
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.
