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14.050, which states that ?[a] dis- solved corporation continues its exist- ence but may not carry on any business except that appropriate to wind up and liquidate its business and affairs[.]? This statute allows a Washington corpora- tion to be sued while it is ?winding up.? The Legislature also enacted RCW 23B.
If you want to dissolve a Washington corporation, you must undertake a two-step process. You must first file with the Department of Revenue, which will confirm that you have paid all of your business taxes. Second, you must file with the Secretary of State, which will dissolve your Washington corporation.
Administrative dissolution Termination (dissolution) of a Washington corporation or other Entity by the Secretary of State because the entity failed to meet a requirement in statute, such as filing an annual report or maintaining a registered agent.
To revive a Washington LLC, you'll need to file a reinstatement application with the Washington Secretary of State Corporations and Charities Division. You'll also have to fix the issues that led to your Washington LLC's dissolution.
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.
Reinstating a Washington LLC requires obtaining a reinstatement form for your business from the Washington Secretary of State. Submit the completed form, reinstatement fee, and all penalties that have accrued with the Secretary of State.