Rhode Island Plan of Liquidation
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How to fill out Plan Of Liquidation?
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FAQ
Pass-through entities are also subject to R.I. Gen. Laws § 44-11-2.2 which requires income taxes to be withheld at the highest income tax rate (currently 5.99% for individuals or 7% for corporations) for income attributable to this state for non-resident members/shareholders/partners.
To dissolve your Rhode Island LLC, submit the completed Articles of Dissolution to the Rhode Island Secretary of State (SOS) by mail or in person. Your LLC has to be in good standing to dissolve, so make sure you have filed all annual reports and maintained a Rhode Island registered agent.
To close your business in Rhode Island, you must satisfy all filing obligations with both the RI Division of Taxation and the RI Department of State. To dissolve your business, it must be active and up to date with all filings with the RI Department of State. To verify your status, email corporations@sos.ri.gov.
When the business dissolves, officers are responsible for the liquidation of company assets. Proceeds from the sale are then payable for outstanding debts that remain. Once all the debts are satisfied, the owners or shareholders of the business may claim and divide the balance of the assets.
Your nonresident state taxes any income you earn in that state. In some cases, states have a reciprocal agreement that allows you to be taxed only in the state you live. If RI and MA had a reciprocal agreement, then you would get back all of the MA withholdings. However, they do not.
A foreign corporation authorized to transact business in the commonwealth may withdraw by filing a certificate of withdrawal. A corporation shall file all annual reports owed by it for the last ten (10) fiscal years. M.G.L.A.
To withdraw a foreign Rhode Island corporation, you will need to submit an Application for Certificate of Withdrawal of a Foreign Business Corporation to the SOS. Once you have submitted all the required documents, the Certificate of Withdrawal or Cancellation is issued electronically by SOS.
