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In this case, you want the minutes of your meeting to reflect that a vote was taken and appropriate majority (as outlined in your incorporation papers) was achieved. Those companies with shareholders will want a written documentation of this decision signed by all company owners. Some companies, such as single-member LLCs will not need to complete this step.
The paperwork must be completed and signed by the Registered Agent of your company. You will be issued a Certificate of Dissolution that formalizes the termination of business activity in your state. Once dissolution is properly documented, all branches in other states will automatically be dissolved as well. The dissolution of a company must take place in the state where incorporation took place.
This step is important because it will provide you with a "consent to dissolution" or "tax clearance" that makes the process a smooth one. It will be necessary to pay all federal and state taxes due at this time to receive this consent. This document(s) will be required by the secretary of state to achieve a formal dissolution. While we'll help you file your Articles of Dissolution, you will be responsible for contacting the IRS to receive any tax clearances, etc.
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