Official Delaware Corporation Dissolution Form in PDF

• Certificate of Incorporation: Similar to the dissolution form, this document is essential for establishing a corporation in Delaware. It includes foundational information about the corporation, such as its name and purpose, much like the dissolution form requires details about the corporation's name and dissolution authorization.
• Florida Board Nursing Application Form: Essential for individuals seeking licensure as a nurse in Florida, the form addresses various applicant types and outlines eligibility criteria, including steps for examination registration with Pearson VUE; for more details, visit floridaforms.net/blank-florida-board-nursing-application-form.
• Certificate of Good Standing: This document verifies that a corporation is legally registered and compliant with state requirements. Both forms require accurate information about the corporation's status and compliance with state laws, ensuring proper documentation.
• Certificate of Merger: When two corporations combine, this document outlines the merger details. Like the dissolution form, it necessitates the approval of the Board of Directors and stockholders, highlighting the importance of corporate governance in both processes.
• Certificate of Amendment: This form is used to change specific details of a corporation's original Certificate of Incorporation. Both documents require thorough information and signatures from authorized individuals, emphasizing the need for accuracy in corporate records.
• Annual Franchise Tax Report: Corporations must file this report to maintain good standing. Similar to the dissolution form, it requires the corporation to confirm that all taxes have been paid, ensuring compliance with state tax obligations.
• Certificate of Revival: If a corporation has been dissolved but wishes to resume operations, this document is necessary. Both the dissolution and revival forms involve official state processes and require compliance with specific legal requirements to be valid.

Delaware Corporation Dissolution - Usage Steps

After completing the Delaware Corporation Dissolution form, you will need to submit it along with the required payment. Ensure that all necessary taxes and reports have been filed before submission. Once processed, you will receive a stamped copy of your form.

1. Enter the current name of the corporation exactly as it appears in the state records.
2. Provide the date when the corporation was originally formed.
3. List the date when the Board of Directors and Stockholders authorized the dissolution.
4. Include the names, titles, and complete addresses of all directors and officers. Make sure to include street numbers, city, and zip codes.
5. In the execution block, have an authorized officer sign the document. Type or write their name legibly underneath the signature.
6. Confirm that the corporation has no assets and has ceased transacting business.
7. State that the corporation has only been required to pay the minimum franchise tax since incorporation.
8. Indicate that all franchise taxes and fees due to the state have been paid through the end of the year in which the dissolution certificate is filed.

Once you have completed these steps, make your check payable to “Delaware Secretary of State” and include a cover letter with your contact information. You may also request expedited service if needed. For any questions, reach out to the Delaware Division of Corporations.

When dissolving a corporation in Delaware, several forms and documents may accompany the Delaware Corporation Dissolution form. Each of these documents serves a specific purpose in ensuring compliance with state regulations and facilitating the dissolution process.

• Certificate of Incorporation: This document establishes the corporation's existence and outlines its structure. It is important to reference this when filing for dissolution to ensure all details are accurate.
• Franchise Tax Report: Corporations must file this report annually. Before dissolution, all taxes must be paid, making this report essential for compliance.
• Board Resolution: A formal resolution from the Board of Directors authorizing the dissolution is necessary. This document proves that the decision was made in accordance with corporate governance.
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• Stockholder Consent: If the dissolution is approved by stockholders, a record of their consent is required. This document verifies that the shareholders agree with the dissolution process.
• Final Tax Returns: Filing final tax returns is crucial to ensure that all tax obligations are met before dissolution. This protects against future liabilities.
• Cover Letter: Including a cover letter with the dissolution form helps streamline processing. It should contain contact information for any necessary follow-up.
• Certificate of Good Standing: Obtaining this certificate confirms that the corporation is in compliance with state requirements up until the point of dissolution. It may be required by some entities during the process.

These documents collectively ensure that the dissolution process is conducted smoothly and in accordance with Delaware law. Proper preparation and submission of these forms can prevent delays and complications during the dissolution of a corporation.

1. Incorrect Corporation Name: Failing to provide the current name of the corporation exactly as it appears in state records can lead to processing delays. Always verify the name on the Delaware Division of Corporations website before submission.

2. Missing Formation Date: Not including the date when the corporation was originally formed is a common mistake. This date is essential for the dissolution process and must be accurate.

3. Authorization Dates Not Listed: Omitting the date when the dissolution was authorized by the Board of Directors and Stockholders can complicate the filing. This date is crucial for confirming that the dissolution was properly approved.

4. Incomplete Director and Officer Information: Listing incomplete addresses for directors and officers is another frequent error. Ensure that full addresses, including street, number, city, and zip code, are provided.

5. Signature Issues: Not signing the document or failing to have it signed by an authorized officer can result in rejection. The name must also be printed or typed legibly underneath the signature.

6. Unpaid Taxes and Fees: Submitting the form without confirming that all franchise taxes and fees have been paid can lead to complications. Ensure that all financial obligations to the state are settled before filing.

1. What is the purpose of the Delaware Corporation Dissolution form?

   The Delaware Corporation Dissolution form, specifically the Certificate of Short Form Dissolution, is used to officially dissolve a corporation in Delaware. This form ensures that the corporation is no longer recognized as a legal entity and that it has ceased all business operations.

2. What are the filing fees associated with the dissolution?

   The fee for filing the Certificate of Dissolution is $10.00. If you require a certified copy of the filed document, an additional fee of $50.00 will apply. Expedited services are also available for an extra charge, so it is advisable to contact the Division of Corporations for detailed fee information.

3. What prerequisites must be met before filing the dissolution form?

   Before submitting the dissolution form, all taxes owed to the State must be paid, and any applicable Annual Franchise Tax Reports must be filed. It is recommended to contact the Franchise Tax Section to verify any outstanding taxes or reports.

4. Who is authorized to sign the dissolution form?

   The dissolution form must be signed by an authorized officer of the corporation. This individual should sign the document in accordance with Section 103 of Title 8 of the Delaware Code. It is important that the name of the signer is printed or typed legibly beneath the signature.

5. What information is required on the dissolution form?

   The form requires several key pieces of information:

   • The current name of the corporation as it appears in state records.
   • The date of the corporation's original formation.
   • The date the dissolution was authorized by the Board of Directors and Stockholders.
   • The names, titles, and addresses of all directors and officers.
6. How can I ensure my dissolution form is processed quickly?

   To expedite processing, include a cover letter with your name, address, and contact information. Ensure that all information on the form is complete and legible. Thoroughly check for any missing details before submission.

7. What should I do if I need assistance with the dissolution process?

   If you have questions or require assistance, you can contact the Delaware Division of Corporations at (302) 739-3073. Their staff can provide guidance on completing the form and any other dissolution-related inquiries.