Dissolving a corporation is more than just ceasing operations; it involves a formal process of winding up business affairs and filing necessary documentation. Without proper completion, there can be penalties and liabilities.
Steps for Dissolving a Corporation in Indiana
-
File the dissolution paperwork: File Articles of Dissolution with the state by reaching out to the Indiana Secretary of State and fill out the appropriate Articles of Dissolution (Form 49465 for LLCs, Form 34471 for corporations, or Form 39035 if no business conducted yet). You can file online if preferred.
-
Fulfill your tax obligations: Pay any taxes due to the IRS and the Indiana Department of Revenue. This involves liquidating assets and paying creditors.
-
Cancel licenses and close accounts: Cancel any licenses or permits to avoid renewal fees. Close accounts with vendors and your bank once financial affairs are settled.
Additional Information
- To dissolve an LLC in Indiana, submit one original and one copy of the Indiana Articles of Dissolution to the Secretary of State by mail or in person.
- Obtain a certificate of existence, also known as a certificate of good standing, by requesting it from the Secretary of State.
Methods of Corporation Termination
- Shareholder Action
- Board Action
- Filing for Bankruptcy
These methods allow a corporation to voluntarily wind up and dissolve.
Note: The dissolution process should comply with state law and the corporation’s or LLC’s operating agreement.
After Dissolution
Upon dissolution, appoint a liquidator to handle asset sale, payment to creditors, and distribution of remaining assets to shareholders. It’s important to remember that dissolution isn’t applicable to insolvent companies and requires proving solvency to avoid objections.