Common Questions About Our Dissolution Service

If you have further questions, please contact us. We love to help!

  • Will ClickAttorney notify the IRS that the business has been closed?

    Yes, we will.  When you check the “Notify IRS to deactivate EIN” box in your order, we will let the IRS know that you are no longer in business and no longer need to use the EIN.

    Please make sure that you have already taken care of your tax obligation before closing the business. When you file your final federal tax return for the business, please mark “FINAL” on the form. If you haven’t done so, please let us know on your order so that we can assist you with this matter.

  • How much will it cost to use ClickAttorney’s dissolution service?

    Our flat-rate service fee is $95 plus applicable government fees. Government fees vary by state. There are no contracts or any other extra charges.

  • What happens to the assets of a closed business?

    Typically, the assets are distributed to the owners and shareholders/members based on a percentage of ownership or a consensus agreement. In many cases, owners choose to buy the assets from the company at a moderate price and claim depreciation of each item.

  • How long will it take to process the Articles of Dissolution?

    Normally, we review and file your dissolution paperwork in one business day. However, the governing state agency might take some time to approve it; the timeline varies by state. In our experience, it usually takes one to six weeks for the request to be processed.

    Our team will help you to avoid any errors in your paperwork in order to have your case processed as quickly as possible.

  • What are the advantages of a dissolution?

    As long as the legal entity exists, it is liable for taxes and other fees. If you want to avoid unnecessary expenses, it is recommended that you dissolve the business according to the rules defined by the state and to acquire your Certificate of Dissolution. Until you possess this, your company will be held liable for filing all relevant federal, state, and municipal tax returns. Failure to file these returns can result in substantial penalties and fees associated with late filing.

    Even if you have already closed your business operations, your corporation/LLC, directors, and officers (and in some cases, shareholders and members) will be deemed personally liable for aspects of the business until you file dissolution.

  • Can I dissolve an LLC if my partner does not consent?

    If your partner does not consent and there is no buy-sell agreement, you will likely need to petition for judicial dissolution.

  • Do I need to notify creditors that my business is closed?

    You must notify all of your company’s creditors by mail and explain:

    • That your corporation or LLC has been dissolved or has filed a statement of intent to dissolve
    • The mailing address to which creditors must send their claim(s)
    • A list of the information that should be included in the claim
    • The deadline for submitting claims (often 120 days from the date of the notice)
    • A statement that claims will be barred if not received by the deadline

     

    Your state may allow for claims from creditors that are not known to the company at the time of dissolution. You may be required to place a notice in the local paper about your company’s dissolution. When in doubt, ask an attorney about what your state mandates.

  • What happens to the debt owed by my company once we close our doors?

    The dissolution of a corporation does not affect any remedy available to or against it or against its directors, officers or shareholders for any right or claim existing or any liability incurred before such dissolution.

    At any time after dissolution, the corporation may publish a notice requiring all creditors and claimants, including any with un-liquidated or contingent claims and any with whom the corporation has unfulfilled contracts, to present their claims in writing and in detail at a specified place and by a specified day, which day shall not be less than six months after the first publication of such notice. This notice must be published at least once a week for two successive weeks in a newspaper of general circulation in the county in which the office of the corporation was located at the date of dissolution. Before the date of the first publication of this notice, the corporation must mail a copy of the notice to the last known address of each person believed to be a creditor of or claimant against the corporation.

    The giving of notice does not constitute an admission that any person is a creditor or claimant, and does not revive or make valid, or operate as a recognition of the validity of, or a waiver of any defense or counterclaim with respect to any claim against the corporation which has been barred by any statute of limitations or otherwise become invalid.

    Any claims which are filed pursuant to the notice, and which are contested by the corporation, may be submitted for determination to the court.

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