This form is used when all activities and operations on the Contract Area have ceased, and the Agreement is deemed, as of the Effective Date stated above, to have terminated, and the Contract Area, and all interests in it, are no longer subject to the terms and provisions of the Agreement.
Rhode Island Termination of Operating Agreement
Category:
State:
Multi-State
Control #:
US-OG-768
Format:
Word;
Rich Text
Instant download
Description
How to fill out Termination Of Operating Agreement?
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FAQ
An S corporation protects the personal assets of its shareholders. Absent an express personal guarantee, a shareholder is not personally responsible for the business debts and liabilities. Creditors cannot pursue the personal assets (house, bank accounts, etc.) of the shareholders to pay business debts.
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.
Dissolving S-Corporations triggers various tax considerations that require careful attention. It involves filing final tax returns for the S-Corp and reporting any income, deductions, and credits for the last tax year. Additionally, addressing outstanding tax liabilities is crucial.
When a corporation dissolves, it generally must stop conducting all business, and liquidate its assets to pay off creditors and shareholders. When a corporation's assets are liquidated they first must be used to pay off any outstanding debts the corporation owes, including those owed to shareholders.
A shareholder's equity in the S corporation will be the original stock purchase plus all profits, less all losses and distributions from the corporation. If you had a loan from the corporation, your equity is diminished by a corresponding amount.
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.
Rhode Island law does not require an operating agreement, and does not require any such agreements to be in writing.
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.
