There are many reasons to dissolve a corporation. The legal dissolution of a corporation means that the business has shut down in good faith. The business owner is no longer responsible for the financial commitments of the corporation. If you believe that dissolving your corporation is the best option available, talk to a corporate law attorney to get the process started.
Board Meeting
After consulting a lawyer, the next step is to hold a board meeting. The Board of Directors must vote to approve the dissolution. If there are shareholders, the dissolution must be approved by a majority. Each owner must sign a written agreement to dissolve the company.
Articles of Dissolution
The lawyer will prepare the necessary legal forms. In Arizona, articles of dissolution must be filed with the Arizona Corporation Commission (ACC). To properly prepare this paperwork, your lawyer will need some information from you regarding the number of votes cast by the shareholders. The ACC requires a small filing fee along with the paperwork. Most articles of dissolution are processed within 20 days or so, but you can request an expedited processing for an additional fee.
Publication
Once your articles of dissolution are approved by the ACC, you have 60 days to publish a copy of the paperwork. You are required to publish the articles multiple times in a newspaper. Arizona law no longer requires an affidavit of publication from the newspaper.
Final Matters
After publishing the articles of dissolution, there will be some “winding up” matters to attend to. A corporate law attorney can ensure that these tasks are completed properly. Some examples include collecting the assets, disposing of corporate properties, discharging the corporation’s liabilities, and distributing corporate property among the shareholders.
Corporate law is complex, and resolving issues often isn’t a simple matter of filling out forms. Contact the experienced corporate law attorneys at Mesch Clark Rothschild at (520) 624-8886. Our law firm maintains a sterling reputation among businesses throughout Tucson.
