Dissolving your business may become a necessity. Unfortunately, not every business succeeds and when the business closes or goes out of business, the registered entity needs to wind-down and be dissolved or cancelled. Often this is also necessary when the owner(s) of a business sells all or substantially all of the business’ assets.
For one-owner businesses, dissolution or cancellation is a relatively painless process – but there are still pre-dissolution / pre-cancellation requirements that must be followed. Typically a Dissolution Agreement and corporate or limited liability company resolution will not be necessary for one-owner business entities.
However, the officers or directors of a corporation or the managers of a limited liability company with more than one owner, shareholder or member — should definitely hold a vote, execute a formal resolution authorizing the dissolution or cancellation and execute an agreement to wind-down and dissolve. The Dissolution Agreement outlines the members’ or shareholders’ agreement, expectations as to the payment of debts, distribution of assets and ensures the winding down process has been completed properly and by mutual agreement.
For officers, directors and managers, compliance with the pre-dissolution and pre-cancellation requirements is especially important because the failure to do so can result in personal liability for the owners, shareholders and members.
The Jacobs Law LLC can help you dissolve or cancel your business entity. For a very reasonable flat fee, we will provide you with a Dissolution Agreement, a Resolution authorizing dissolution or cancellation, and an easy-to-follow checklist of the pre-dissolution and pre-cancellation procedures. We can also help answer questions and provide additional assistance throughout the process if you run into obstacles or issues.
If you or your business have questions about dissolving or canceling your business entity, contact the Business Law and Business Litigation Attorneys at The Jacobs Law LLC at 1-800-652-4783 or email mailto:BUSINESS@THEJACOBSLAW.COM.