Short answer
A U.S. corporation exists until it files a dissolution with its state. To close it correctly: the board and owners approve, missed reports and taxes are filed, the certificate of dissolution is filed, debts are paid, and a final federal return is filed and marked final.
A company exists until you formally dissolve it with the state. Until then, it still owes fees and reports.
The steps
- Approve. The board and the owners approve the dissolution.
- Catch up. File any missed reports and taxes. Most states require this first.
- File. File the certificate of dissolution with the state.
- Wind up. Pay debts. Give the rest to the owners.
- Final return. File the last federal tax return and mark it final.
Why not just stop paying?
The state closes an abandoned company only after some time. Until then, penalties can grow. A formal dissolution stops them on your terms.
How Zovud helps
We check your standing, file missed reports, prepare the approvals and file the dissolution. We also prepare your final tax package for you to file.
Sources
This guide is general information, not legal or tax advice, and rules change. Confirm figures with the state or IRS, or ask us on a free call.