What is Colorado Corporation Dissolution? |
A Colorado Corporation is created when the CO Secretary of State approves the Articles of Incorporation.
A record of the Colorado Corporation is added to the list of Corporations which have officially registered with
the Colorado Secretary of State.
Once a Corporation is registered with the Colorado Secretary of State, that Corporation immediately has both reporting and tax
obligations which incur penalties if the obligations are not met by the required deadlines.
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A Colorado Corporation is created when the CO Secretary of State approves the Articles of Incorporation.
A record of the Colorado Corporation is added to the list of Corporations which have officially registered with
the Colorado Secretary of State.
Once a Corporation is registered with the Colorado Secretary of State, that Corporation immediately has both reporting and tax
obligations which incur penalties if the obligations are not met by the required deadlines.
If you've registered a Colorado Corporation with the Colorado Secretary of State and want to cease business activities
you have to let the CO Secretary of State know that you intend to close your company.
Only after the CO Secretary of State has made sure that all of the obligations of the Colorado Corporation have been fulfilled will
the Secretary of State approve of the closure of the company.
When the Colorado Secretary of State approves the closing of a CO Corporation, that Colorado Corporation is said to be
Dissolved.
The process of Dissolving a Colorado Corporation is called Colorado Corporation Dissolution.
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Why do I need to Dissolve a Colorado Corporation? |
As soon as a Colorado Corporation is registered with the CO Secretary of State, that Corporation is responsible for
recurring obligations of the Colorado Secretary of State and the Colorado Department of Revenue.
If the Colorado Corporation does not file reports or pay taxes then that CO Corporation could be responsible for
penalties which go up as time goes by.
Unless you Dissolve your Colorado Corporation with the Colorado Secretary of State that CO Corporation will be responsible for
all recurring fees and penalties.
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What do I have to do to Dissolve a Colorado Corporation? |
Colorado Corporation Dissolution is one part of a larger process commonly called the "Winding Up" process.
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Colorado Corporation Dissolution is one part of a larger process commonly called the "Winding Up" process.
There are things you need to do before you can request approval of Corporation Dissolution from the Colorado Secretary of State;
and things that you have to do after the CO Secretary of State has approved Dissolution of the Colorado Corporation.
What you have to do both before and after the Colorado Corporation is Dissolved largely depends on how much stock, if any, has been
issued and how much and what kind of debts and liabilities that the Colorado Corporation has.
If the Colorado Corporation has not commenced business then the CO Corporation Dissolution process is easier.
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What do I have to do before I Dissolve a Colorado Corporation? |
Things you need to do before you Dissolve a Colorado Corporation.
1. Hold a Directors meeting and record a resolution to Dissolve the Colorado Corporation
2. Hold a Shareholder meeting to approve Dissolution of the Colorado Corporation
3. File all required Periodic Reports with the Colorado Secretary of State
4. Clear up any business debt
5. Pay all taxes and administrative fees owed by the Colorado Corporation
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1. Hold a Board of Directors meeting and record a resolution to Dissolve the Colorado Corporation
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If a Board of Directors has been appointed for the Colorado Corporation then the Board is required to adopt a
resolution to Dissolve the CO Corporation.
Minutes of the meeting must be recorded and retained in the business records.
If the Board of Direcrtors has not been appointed then the Incorporator(s) have to apply for Dissolution of the Colorado Corporation.
- We can transcribe and compile minutes or approvals into a form that is legally recognized by the Colorado Secretary of State.
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2. Hold a Shareholder meeting to approve Dissolution of the Colorado Corporation
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If a Colorado Corporation has issued shares of stock then a majority of Corporate Shareholders must approve the Dissolution plan.
The approval actions should be documented and kept in the business records.
If no shares have been issued then the Colorado Corporation Dissolution process is easier.
- If necessary, we can transcribe and compile minutes into a form that is legally recognized by the Colorado Secretary of State.
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3. File all required Periodic Reports with the Colorado Secretary of State
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The Colorado Secretary of State will not approve the Dissolution of a CO Corporation until all required
reports have been filed.
- We can file any required Periodic Report with the CO Secretary of State.
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4. Clear up any business debts
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All creditors of a Colorado Corporation should be given notice of the pending Corporation Dissolution.
Each creditor should be given a mailing address to which they may submit claims as well as a deadline by which claims may
be submitted.
While the Colorado Secretary of State does not legally require the publication of a Notice of Dissolution of a Colorado Corporation, publication is
a good way to notify anyone who might have a claim against the Colorado Corporation. 
Evidence of publication might prove useful down the line if someone makes a claim against the CO Corporation after
the Colorado Corporation has been dissolved.
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5. Pay all taxes and administrative fees owed by the Colorado Corporation
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The Colorado Secretary of State will definitely not approve the Dissolution of a Colorado Corporation until all
outstanding taxes and applicable registration and administrative fees have been paid.
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What do I have to do after I Dissolve a Colorado Corporation? |
Things you have to do after you Incorporate in Colorado.
1. Distribute all remaining assets of the Colorado Corporation
2. Close all business bank accounts of the Colorado Corporation
3. Cancel all local business licenses and permits
4. File Form 966 with the IRS
5. Cancel the IRS account associated with the CO Corporation's Federal Tax ID (EIN)
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1. Distribute all remaining assets of the Colorado Corporation
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If the Colorado Corporation has any remaining assets, these may be divided according to the Shareholders' ownership interests
in the CO Corporation.
All distributions to Corporate Shareholders must be reported to the IRS.
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2. Close all business bank accounts of the Colorado Corporation
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If there are any business accounts that have been opened for the Colorado Corporation then those accounts must be closed.
If Corporate business accounts are left open there may be liability and obligations of the Dissolved Colorado Corporation which could
lead to legal problems.
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3. Cancel all local business licenses and permits of the CO Corporation
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If the Colorado Corporation has obtained any state, regional, county or city business licenses or permits, each
of those must be cancelled to avoid any reporting or fiscal obligations of the Colorado Corporation.
This includes business registration licenses as well as reseller permits.
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4. File IRS Form 966
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All Dissolved Colorado Corporations must file IRS Form 966 with the US Internal Revenue Service.
This filing is required within 30 days after the final Dissolution plan is approved.
Filing IRS Form 966 lets the Federal Government know that the Colorado Corporation has been legally Dissolved
so that it may take the appropriate actions.
- We can prepare IRS Form 966 for you to file.
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5. Cancel the IRS account associated with the CO Corporation's Federal Tax ID (EIN)
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A Federal Tax ID, or Federal Employer Identification Number (EIN), is like the Social Security Number for the Colorado Corporation. 
Once the IRS links an EIN to a Colorado Corporation, that EIN stays with the Colorado Corporation even after the Company has been Dissolved by the
Colorado Secretary of State.
When the IRS processes the final tax return for the Colorado Corporation, they automatically make the EIN inactive.
However, the account associated with the EIN is not automatically closed.
Closing the account associated with the EIN lessens the likelihood of any problems with the EIN account, or with the IRS, in the future.
If you should decide to revivie the Colorado Corporation down the line the IRS will reactivate the old EIN for your new Business.
Before a Colorado Corporation can close an EIN account, it must be in Good Standing with the IRS.
The Colorado Corporation must have filed all required tax returns and paid any applicable fees and penalties due to the IRS.
The Colorado Corporation cannot close its EIN account until the IRS has received payment for any tax amounts the Company may owe.
- We can prepare the formal documents which you can sign and submit to the IRS in order to close the account
associated with your EIN.
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How long does it take to Dissolve a Colorado Corporation? |
The time it takes to Dissolve a Colorado Corporation varies depending on how long it takes to complete the actions that are
required in each specific case - holding meetings, closing accounts, distributing assets, etc.
Once the initial actions are completed, the Colorado Secretary of State usually takes around 1-2 business days to process the Articles of Dissolution.
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The time it takes to Dissolve a Colorado Corporation varies depending on how long it takes to complete the actions that are
required in each specific case - holding meetings, closing accounts, distributing assets, etc.
Once the initial actions are completed, the Colorado Secretary of State usually takes around 1-2 business days to process the Articles of Dissolution.
Processing times for Colorado Corporation Dissolution filings vary depending on the work load of the
Secretary of State's staff.
We've found that normal processing of Colorado Dissolution filings takes the state around 1-2 business days.
PLEASE NOTE: WE CANNOT GUARANTEE COLORADO SECRETARY OF STATE PROCESSING TIMES.
We are dependent on, and have no control over, the staff and systems of the Colorado Secretary of State .
In our experience 1-2 business days is the time it usually takes the Colorado
Secretary of State to process a Colorado Dissolution filing.
We get your Colorado Corporation Dissolution filing to the CO Secretary of State ASAP.
Once it is at the state we have no control over the Colorado Dissolution approval process.
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How much does it cost to Dissolve a Corporation in Colorado? |
The total cost to Dissolve a Colorado Corporation varies depending on exactly what is required for each specific
CO Dissolution.
We charge $249.00 plus any state fees for our Colorado Corporation Dissolution services. This includes:
- Same day processing
- Transcribe minutes of Board of Directors meeting which proposes Dissolution
- Transcribe minutes of Shareholders meeting at which Dissolution was approved
- Prepare and file Articles of Dissolution with the Colorado Secretary of State
- Prepare US IRS Form 966 for you to sign and file
- Prepare documents to cancel Federal EIN account
- Certified copy of Dissolution filing from CO Secretary of State
- Priority Mail Delivery of all documents
- Unlimited Customer Support
We also offer these Colorado Corporation Dissolution services separately as explained on the right side of this web page.
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What do I have to do if I want to Dissolve a Foreign Corporation that is tied to a CO Domestic Corporation? |
If there are Foreign Corporations in states other than Colorado that are tied to the Domestic Colorado Corporation then
each of those Foreign Corporations must be Dissolved before the Colorado Corporation is legally Dissolved.
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How long before someone can use my Corporation name in Colorado after I Dissolve? |
A Colorado Corporation company name becomes available for use by any Colorado Corporation or LLC after the Colorado Corporation is Dissolved by the Colorado Secretary of State.
There are no Corporation company name protections in Colorado once a Colorado Corporation has been Dissolved.
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Do I have to publish a Notice of Dissolution of the Colorado Corporation? |
There are no state of Colorado requirements for the publication of a Notice of Dissolution of a Colorado Corporation.
While the Colorado Secretary of State does not legally require the publication of a Notice of Dissolution of a Colorado Corporation,
publication is a good way to notify anyone who might have a claim against the Colorado Corporation. 
Evidence of publication might prove useful down the line if someone makes a claim against the CO Corporation after
the Colorado Corporation has been dissolved.
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