Delaware Corporation Dissolution Form PDF Details

The dissolution process for a Delaware Corporation is carefully structured, ensuring that a company's legal and financial obligations are meticulously concluded before it ceases to exist. By filing the Delaware Corporation Dissolution form, a corporation officially initiates this process, declaring its intention to dissolve according to the regulations prescribed by the Delaware General Corporation Law. Outlined within this detailed form are several critical requirements, including the necessity for a corporation to settle any taxes owed to the State of Delaware up through the effective date of dissolution, and to file all required Annual Franchise Tax Reports. A modest fee accompanies the filing of this certificate, alongside options for expedited processing for those necessitating a quicker response. Furthermore, the form mandates the provision of comprehensive information regarding the corporation, such as its name as recorded in State records, the original date of its formation, and the date the decision to dissolve was authorized by the corporation's Board of Directors and Stockholders. It also requires the listing of the names, titles, and addresses of all directors and officers, ensuring a transparent and orderly dissolution process. The Delaware Division of Corporations, which oversees the submission and processing of this form, emphasizes the importance of accuracy and completeness in these submissions, offering guidance and assistance to those navigating this conclusive phase of a corporation's lifecycle.

QuestionAnswer
Form NameDelaware Corporation Dissolution Form
Form Length3 pages
Fillable?No
Fillable fields0
Avg. time to fill out45 sec
Other namesdelaware dissolution short form, delaware certificate of dissolution short form, delaware short form certificate of dissolution, transacting

Form Preview Example

Delaware Division of Corporations

401 Federal Street – Suite 4

Dover, DE 19901

Ph: 302-739-3073

Fax: 302-739-3812

Certificate of Dissolution

Short Form

Dear Sir or Madam:

Attached please find a form for a Certificate of Short Form Dissolution to be filed in accordance with Section 275 and 391 (a) (5) (b) of the General Corporation Law of the State of Delaware. The fee to file the Certificate is $10.00. You will receive a stamped “Filed” copy of your submitted document. A certified copy may be requested for an additional $50. Expedited services are available. Please contact our office concerning these fees or you may consult our fee chart at www.corp.delaware.gov.

Before the Certificate can be filed, all taxes due to the State through the effective date of the dissolution must be paid and all applicable Annual Franchise Tax Reports must be filed. Please contact the Franchise Tax Section prior to submitting the document for filing to determine the Franchise Taxes and Annual Reports due. Please make your check payable to “Delaware Secretary of State”.

For the convenience of processing your order in a timely manner, please include a cover letter with your name, address and telephone/fax number to enable us to contact you if necessary. Please make sure you thoroughly complete all information requested on this form. It is important that the execution be legible, we request that you print or type your name under the signature line.

Thank you for choosing Delaware as your corporate home. Should you require further assistance in this or any other matter, please don’t hesitate to call us at (302) 739-3073.

Sincerely,

Department of State

Division of Corporations

rev. 08/10

Special Instructions – Short Form Certificate of Dissolution

This form is to be used as a Template only. The following instructions will help you in correctly completing your Dissolution Certificate. The instructions will be numbered to correspond with the article it is referencing.

1.The current name of the corporation exactly as it appears in our records. Please visit our website to verify the name.

2.The date when the corporation was originally formed.

3.List the date the Dissolution was authorized by the Board of Directors and Stockholders of the Corporation.

4.List the names, titles and addresses of all directors and officers of the corporation. Please list complete addresses which include street, number, city and zip code.

EXECUTION BLOCK - The document must be signed by an authorized officer of the corporation pursuant to Section 103 of Title 8. The name of the person must be typed or written legibly underneath the signature.

This form contains information required by statute; if you need to add additional information permitted by statute you may draft a new document. Please feel free to call our office at 302-739-3073 for assistance in completing this form.

Sincerely,

Delaware Division of Corporations

STATE OF DELAWARE

SHORT FORM CERTIFICATE

OF DISSOLUTION

(SECTIONS 275 AND 391 (a) (5) (b))

The corporation organized and existing under the General Corporation Law of the State of Delaware, hereby certifies as follows:

1.The dissolution of

has been duly authorized by the Board of Directors and Stockholders in accordance with subsections (a) and (b) of Section 275 or by unanimous consent of Stockholders in accordance with subsection (c) of Section 275 of the General Corporation Law of the State of Delaware.

2.The date of filing of the Corporation’s original Certificate of Incorporation in

Delaware was

 

.

3.The date the dissolution was authorized is

4.The names and addresses of the directors and officers of the corporation are as follows:

NAME

TITLE

ADDRESS

5.The corporation has no assets and has ceased transacting business.

6.The corporation, for each year since its incorporation in this State, has been required to pay only the minimum franchise tax then prescribed by Section 503 of the General Corporation Law of the State of Delaware

7.The corporation has paid all franchise taxes and fees due to or assessable by this State through the end of the year in which the certificate of dissolution is filed.

By:

Authorized Officer

Name:

Print or Type

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