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Alabama Dissolution Package to Dissolve Corporation

Huntsville Alabama Dissolution Package to Dissolve Corporation

Category:

Corporations - Dissolution

State:

Alabama

City:

Huntsville

Control #:

AL-DP-0001

Format:

Instant download

Description

The dissolution of a corporation package contains all forms to dissolve a corporation in Alabama, step by step instructions, addresses, transmittal letters, and other information.

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How to fill out Alabama Dissolution Package To Dissolve Corporation?

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FAQ

Dissolving a foreign LLC in Alabama involves filing an Application for Withdrawal with the Alabama Secretary of State. You will also need to provide proof that you have resolved any business obligations. The Huntsville Alabama Dissolution Package to Dissolve Corporation can assist you with this process, ensuring compliance and efficiency.

To shut down a business in Alabama, you need to complete various steps, including settling any debts, filing the appropriate dissolution paperwork, and notifying your employees and suppliers. It’s advisable to consult the Huntsville Alabama Dissolution Package to Dissolve Corporation for a step-by-step guide that ensures you cover all necessary legal obligations.

Dissolving a nonprofit in Alabama begins with a board resolution to dissolve. Next, you must notify the Attorney General and submit the required dissolution documents to the state. Address any remaining liabilities and distribute assets according to your bylaws. To streamline this process, consider a Huntsville Alabama Dissolution Package to Dissolve Corporation, which includes essential forms and guidance for nonprofit dissolution procedures.

To dissolve a corporation in Alabama, you need to hold a formal vote among shareholders to approve the dissolution. Following the vote, file the Articles of Dissolution with the Secretary of State. It’s crucial to settle all remaining debts and obligations. A Huntsville Alabama Dissolution Package to Dissolve Corporation can assist you by offering specific forms and a clear roadmap for completing this process.

When a corporation is dissolved, it ceases to exist legally. Its assets are liquidated, debts are settled, and remaining funds are distributed to shareholders. However, some legal obligations, such as tax filings, may continue. To ensure all steps are correctly managed, consider the benefits of a Huntsville Alabama Dissolution Package to Dissolve Corporation, which provides necessary compliance details.

Dissolving a foreign corporation in Alabama involves several key steps. First, you must obtain a Certificate of Authority from the Secretary of State to ensure eligibility. Then, you file a Certificate of Dissolution and clear any outstanding taxes. Utilizing a Huntsville Alabama Dissolution Package to Dissolve Corporation can simplify this process with ready-made forms and thorough instructions.

In Alabama, a nonprofit must have at least three board members. These individuals do not need to reside in Alabama but should be involved in the organization's governance. This structure ensures diverse representation and decision-making. If you are considering forming or dissolving a nonprofit, a Huntsville Alabama Dissolution Package to Dissolve Corporation can provide the guidance you need.

Yes, many nonprofits are tax exempt in Alabama. To qualify, your organization must meet specific requirements set by the Internal Revenue Service. This status grants various benefits, including exemption from federal income tax. You can achieve this status effectively by using a Huntsville Alabama Dissolution Package to Dissolve Corporation during any transition period.

Yes, you can close a nonprofit. The process involves filing the necessary dissolution documents with the appropriate state authorities. Additionally, you will need to settle any debts, notify creditors, and ensure compliance with IRS regulations. Consider utilizing a Huntsville Alabama Dissolution Package to Dissolve Corporation for a seamless experience in handling the closure.

To close a corporation in Alabama, you will need to follow a series of steps, starting with filing a Certificate of Dissolution. A Huntsville Alabama Dissolution Package to Dissolve Corporation can assist you throughout this process. Make sure to notify all stakeholders, settle any pending obligations, and file the necessary documentation with state authorities. This careful approach ensures a smooth closure of your business.

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Alabama Dissolution Package to Dissolve Corporation

DOMESTIC FOR-PROFIT CORPORATION

ARTICLES OF DISSOLUTION

ALABAMA

STATUTORY REFERENCES

CODE OF ALABAMA, Title 10, Article 14 (Dissolution)

An Alabama corporation can be dissolved voluntarily, administratively, or judicially.Â THIS SUMMARY ADDRESSES ONLY VOLUNTARY DISSOLUTION.

A majority of the incorporators or initial directors of a corporation that has not issued shares or has not commenced business may dissolve the corporation by delivering for filing to the probate judge articles of dissolution that set forth: (1) The name of the corporation;
(2) The date of its incorporation;
(3) Either (i) that none of the corporation's shares has been issued or (ii) that the corporation has not commenced business;
(4) That no debt of the corporation remains unpaid;
(5) That the net assets of the corporation remaining after winding up have been distributed to the shareholders, if shares were issued; and
(6) That a majority of the incorporators or initial directors authorized the dissolution. A corporation's board of directors may propose dissolution for submission to the shareholders.Â For a proposal to dissolve to be adopted: (1) The board of directors must recommend dissolution to the shareholders unless the board of directors determines that because of conflict of interest or other special circumstances it should make no recommendation and communicates the basis for its determination to the shareholders; and
(2) The shareholders entitled to vote must approve the proposal to dissolve as provided by law.

Subject to the corporation's articles of incorporation, the board of directors may condition its submission of the proposal for dissolution on any basis.Â The board of directors may not decrease the vote required for approval required by statute.

The corporation must notify each shareholder, whether or not entitled to vote, of the proposed shareholders' meeting.Â The notice must also state that the purpose, or one of the purposes, of the meeting is to consider dissolving the corporation.

Unless the articles of incorporation require a greater or lesser vote or a vote by voting groups, or the board of directors requires a greater vote or a vote by voting groups, the proposal to dissolve to be adopted must be approved by each voting group entitled to vote separately on the proposal by two thirds of all the votes entitled to be cast on the proposal by that voting group; but in no case may the vote required for shareholder approval be set at less than a majority of all the votes entitled to be cast on the proposal by each voting group.

A corporation may be dissolved by the written consent of all of its shareholders, whether or not otherwise entitled to vote, without action by the corporation's board of directors.Â A copy of the written consent or consents signed by all shareholders of the corporation must be filed with the Articles of Dissolution

A corporation is dissolved upon the effective date of its articles of dissolution.

A dissolved corporation continues its corporate existence but may not carry on any business except that appropriate to wind up and liquidate its business and affairs, including: (1) Collecting its assets;
(2) Disposing of its properties that will not be distributed in kind to its shareholders;
(3) Discharging or making provision for discharging its liabilities;
(4) Distributing its remaining property among its shareholders according to their interests; and
(5) Doing every other act necessary to wind up and liquidate its business and affairs. Dissolution of a corporation does not: (1) Alter the limited liability status of its subscribers and shareholders under Â§10-2B-6.22, except as provided in Â§10-2B-14.07(d)(2) with respect to assets distributed to a shareholder in liquidation;
(2) Transfer title to the corporation's property;
(3) Prevent transfer of its shares or securities, although the authorization to dissolve may provide for closing the corporation's share transfer records;
(4) Subject its directors or officers to standards of conduct different from those prescribed by law;
(5) Change quorum or voting requirements for its board of directors or shareholders; change provisions for selection, resignation, or removal of its directors or officers or both; or change provisions for amending its bylaws;
(6) Prevent commencement of a proceeding by or against the corporation in its corporate name;
(7) Abate or suspend a proceeding pending by or against the corporation on the effective date of dissolution;
(8) Terminate the authority of the registered agent of the corporation; or
(9) Result in the corporation's name becoming available for use by another corporation under Â§10-2B-4.01 until the time for revocation of dissolution has elapsed or, in the case of a corporation administratively dissolved under Â§10-2B-14.21, the time for filing an application for reinstatement has elapsed without the filing of such an application, or, if an application is filed, until its final adjudication, including all appeals.

A dissolved corporation may dispose of the known claims against it.Â The dissolved corporation must notify its known claimants in writing of the dissolution at any time after its effective date. The written notice must: (1) Describe information that must be included in a claim;
(2) Provide a mailing address where a claim may be sent;
(3) State the deadline, which may not be fewer than 120 days from the effective date of the written notice, by which the dissolved corporation must receive the claim; and
(4) State that the claim will be barred if not received by the deadline. A claim against the dissolved corporation is barred: (1) If a claimant who was given written notice does not deliver the claim to the dissolved corporation by the deadline;
(2) If a claimant whose claim was rejected by the dissolved corporation does not commence a proceeding to enforce the claim within 90 days from the effective date of the rejection notice. A "known claim" or "claim" includes unliquidated claims but does not include a contingent liability that has not matured so that there is no immediate right to bring suit, or a claim based on an event occurring after the effective date of dissolution.

A dissolved corporation may also publish notice of its dissolution and request that persons with claims against the corporation present them in accordance with the notice.Â The notice must: (1) Be published one time in a newspaper of general circulation in the county where the dissolved corporation's principal office (or, if none in this state, its registered office) is or was last located;
(2) Describe the information that must be included in a claim and provide a mailing address where the claim may be sent; and
(1) State that a claim against the corporation will be barred unless a proceeding to enforce the claim is commenced within two years after the publication of the notice. If the dissolved corporation publishes a newspaper notice in accordance with the statute. the claim of each of the following claimants is barred unless the claimant commences a proceeding to enforce the claim against the dissolved corporation within two years after the publication date of the newspaper notice: (1) A claimant who did not receive written notice;
(2) A claimant whose claim was timely sent to the dissolved corporation but not acted on;
(3) A claimant whose claim is contingent or based on an event occurring after the effective date of dissolution. If the statutory publication procedures are followed, a claim may be enforced: (1) Against the dissolved corporation, to the extent of its undistributed assets; or
(2) If the assets have been distributed in liquidation, against a shareholder of the dissolved corporation to the extent of his or her pro rata share of the claim or the corporate assets distributed to him or her in liquidation, whichever is less, but a shareholder's total liability for all claims under this section may not exceed the total amount of assets distributed to him or her in liquidation.

None of the provisions for disposing of claims extends any otherwise applicable statute of limitations.

Assets of a dissolved corporation that should be transferred to a creditor, claimant, or shareholder of the corporation who cannot be found or who is not competent to receive them must be reduced to cash and deposited with the Commissioner of Revenue for safekeeping.Â When the creditor, claimant, or shareholder furnishes satisfactory proof of entitlement to the amount deposited, the Commissioner of Revenue must pay him or her or his or her representative that amount.

Note: All Information and Previews are subject to the Disclaimer located on the main forms page, and also linked at the bottom of all search results.

Alabama Dissolution Package to Dissolve Corporation

DOMESTIC FOR-PROFIT CORPORATION

ARTICLES OF DISSOLUTION

ALABAMA

STATUTORY REFERENCES

CODE OF ALABAMA, Title 10, Article 14 (Dissolution)

An Alabama corporation can be dissolved voluntarily, administratively, or judicially.Â THIS SUMMARY ADDRESSES ONLY VOLUNTARY DISSOLUTION.

A corporation is dissolved upon the effective date of its articles of dissolution.

None of the provisions for disposing of claims extends any otherwise applicable statute of limitations.

Note: All Information and Previews are subject to the Disclaimer located on the main forms page, and also linked at the bottom of all search results.

Huntsville Alabama Dissolution Package to Dissolve Corporation

Description

Related forms

Viewed forms

How to fill out Alabama Dissolution Package To Dissolve Corporation?

Form popularity

FAQ

How do I dissolve a foreign LLC in Alabama?

How do I shut down a business in Alabama?

How to dissolve a nonprofit in Alabama?

How do I dissolve a corporation in Alabama?

What happens when a corporation is dissolved?

How do I dissolve a foreign corporation in Alabama?

How many board members are required for a nonprofit in Alabama?

Are nonprofits tax exempt in Alabama?

Can you close a non profit?

How do I close a corporation in Alabama?

Interesting Questions

What is a Huntsville Alabama Dissolution Package?

Why would I need to dissolve my corporation in Huntsville, Alabama?

Where can I get the Huntsville Alabama Dissolution Package?

What documents are included in the Huntsville Alabama Dissolution Package?

Do I need to pay a fee to obtain the Huntsville Alabama Dissolution Package?

Can I dissolve my corporation without using the Huntsville Alabama Dissolution Package?

Trusted and secure by over 3 million people of the world’s leading companies

Huntsville Alabama Dissolution Package to Dissolve Corporation

Description

Related forms

Viewed forms

How to fill out Alabama Dissolution Package To Dissolve Corporation?

Form popularity

FAQ

How do I dissolve a foreign LLC in Alabama?

How do I shut down a business in Alabama?

How to dissolve a nonprofit in Alabama?

How do I dissolve a corporation in Alabama?

What happens when a corporation is dissolved?

How do I dissolve a foreign corporation in Alabama?

How many board members are required for a nonprofit in Alabama?

Are nonprofits tax exempt in Alabama?

Can you close a non profit?

How do I close a corporation in Alabama?