The Virginia Plan of complete liquidation and dissolution refers to a specific legal process of terminating a business entity in the state of Virginia. This plan involves the winding up and closure of a company, ensuring that all assets are distributed, debts are settled, and formal business operations cease. Under the Virginia Plan of complete liquidation and dissolution, a business must follow a detailed procedure to ensure compliance with state laws and regulations. This process typically includes the following key steps: 1. Decision and Authorization: The decision to dissolve the company is made by its directors or shareholders. They must pass a resolution approving the complete liquidation and dissolution plan. 2. Wind-Up Operations: Once the decision is made, the company ceases to carry out its regular business operations. Instead, it focuses on liquidating its assets, settling its outstanding obligations, and collecting receivables. 3. Notice to Creditors: The company must provide notice of its intent to dissolve to all known creditors. This notice period enables creditors to submit any outstanding claims and ensures fairness in the distribution of company assets. 4. Asset Liquidation: The company's assets, including physical assets, accounts receivable, and intellectual property, are sold or transferred. The proceeds generated from the liquidation are then used to clear off the company's liabilities. 5. Debt Settlement: The company pays off its outstanding debts and liabilities, including loans, bills, and obligations to suppliers or service providers. It is crucial to settle these obligations before proceeding with the distribution of remaining assets. 6. Distribution of Remaining Assets: After all debts are settled, the company distributes the remaining assets among its shareholders or owners as per their ownership percentages or any predetermined agreements. 7. Termination: Once the assets are distributed, the company files the necessary paperwork with the Virginia State Corporation Commission (SCC) to officially terminate its legal existence. While the term "Virginia Plan of complete liquidation and dissolution" typically encompasses the general process described above, it is worth noting that there are no specific types or variations of this plan in the state of Virginia. The process remains consistent for all business entities that choose to liquidate and dissolve within the state.
Virginia Plan of complete liquidation and dissolution
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How to fill out Plan Of Complete Liquidation And Dissolution?
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The corporation must have been dissolved voluntarily by filing articles of dissolution, and the dissolution must not have been revoked. The chairman or any vice-chairman of the board of directors, the president, or any other of its officers authorized to act on behalf of the corporation must sign the articles.
To terminate your Virginia Corporation that has issued shares and has commenced business in Virginia, complete and file Form SCC743, Articles of Dissolution and Form SCC750, Articles of Termination of Corporate Existence. File by mail or in person.
The ?dissolution? clause in a nonprofit organization's Articles of Incorporation is one of the key provisions required to qualify for 501(c)(3) status. This language must require that the organization's assets remain dedicated to 501(c)(3) exempt purposes in the event it dissolves.
As required by law, a nonprofit organization that is ceasing existence is required to transfer all remaining assets to another tax-exempt organization or to the government. It is unlawful to give any property away to individuals ? including board members, volunteers, staff, or beneficiaries.
To terminate your Virginia Corporation that has issued shares and has commenced business in Virginia, complete and file Form SCC743, Articles of Dissolution and Form SCC750, Articles of Termination of Corporate Existence. File by mail or in person.
§ 13.1-743. At any time after dissolution is authorized, the corporation may dissolve by delivering to the Commission for filing articles of dissolution setting forth: 1. The name of the corporation; 2.
On dissolution or final liquidation of the corporation, any assets remaining after the discharge of all liabilities shall be distributed as provided by the board of directors, but in compliance with the constitution and bylaws of the corporation.
If your nonprofit has members, you'll need a proposal to dissolve. If your nonprofit doesn't have members, you'll need a resolution to dissolve. In either case, you'll also likely need a plan of distribution that indicates how the nonprofit's remaining assets will be distributed after all creditors have been paid.
