What is Louisiana Corporation Dissolution? |
A Louisiana Corporation is created when the LA Secretary of State approves the Articles of Incorporation.
A record of the Louisiana Corporation is added to the list of Corporations which have officially registered with
the Louisiana Secretary of State.
Once a Corporation is registered with the Louisiana 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 Louisiana Corporation is created when the LA Secretary of State approves the Articles of Incorporation.
A record of the Louisiana Corporation is added to the list of Corporations which have officially registered with
the Louisiana Secretary of State.
Once a Corporation is registered with the Louisiana 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 Louisiana Corporation with the Louisiana Secretary of State and want to cease business activities
you have to let the LA Secretary of State know that you intend to close your company.
Only after the LA Secretary of State has made sure that all of the obligations of the Louisiana Corporation have been fulfilled will
the Secretary of State approve of the closure of the company.
When the Louisiana Secretary of State approves the closing of a LA Corporation, that Louisiana Corporation is said to be
Dissolved.
The process of Dissolving a Louisiana Corporation is called Louisiana Corporation Dissolution.
In order to Dissolve a Louisiana Corporation you must file an Affidavit to Dissolve Corporation with the Louisiana Secretary of State.
The Affidavit to Dissolve Corporation must be signed by a representative of the Louisiana Corporation in the presence of a registered notary public.
A Louisiana Corporation is required to file its Certificate of Dissolution with the Clerk of the Court where
the LA Corporation maintains its corporate Registered Office.
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Why do I need to Dissolve a Louisiana Corporation? |
As soon as a Louisiana Corporation is registered with the LA Secretary of State, that Corporation is responsible for
recurring obligations of the Louisiana Secretary of State and the Louisiana Department of Revenue.
If the Louisiana Corporation does not file reports or pay taxes then that LA Corporation could be responsible for
penalties which go up as time goes by.
Unless you Dissolve your Louisiana Corporation with the Louisiana Secretary of State that LA Corporation will be responsible for
all recurring fees and penalties.
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What do I have to do to Dissolve a Louisiana Corporation? |
Louisiana Corporation Dissolution is one part of a larger process commonly called the "Winding Up" process.
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Louisiana 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 Louisiana Secretary of State;
and things that you have to do after the LA Secretary of State has approved Dissolution of the Louisiana Corporation.
What you have to do both before and after the Louisiana 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 Louisiana Corporation has.
If the Louisiana Corporation has not commenced business then the LA Corporation Dissolution process is easier.
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What do I have to do before I Dissolve a Louisiana Corporation? |
Things you need to do before you Dissolve a Louisiana Corporation.
1. Hold a Directors meeting and record a resolution to Dissolve the Louisiana Corporation
2. Hold a Shareholder meeting to approve Dissolution of the Louisiana Corporation
3. File all required Annual Reports with the Louisiana Secretary of State
4. Clear up any business debt
5. Pay all taxes and administrative fees owed by the Louisiana Corporation
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1. Hold a Board of Directors meeting and record a resolution to Dissolve the Louisiana Corporation
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If a Board of Directors has been appointed for the Louisiana Corporation then the Board is required to adopt a
resolution to Dissolve the LA 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 Louisiana Corporation.
- We can transcribe and compile minutes or approvals into a form that is legally recognized by the Louisiana Secretary of State.
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2. Hold a Shareholder meeting to approve Dissolution of the Louisiana Corporation
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If a Louisiana 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 Louisiana Corporation Dissolution process is easier.
- If necessary, we can transcribe and compile minutes into a form that is legally recognized by the Louisiana Secretary of State.
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3. File all required Annual Reports with the Louisiana Secretary of State
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The Louisiana Secretary of State will not approve the Dissolution of a LA Corporation until all required
reports have been filed.
- We can file any required Annual Report with the LA Secretary of State.
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4. Clear up any business debts
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All creditors of a Louisiana 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 Louisiana Secretary of State does not legally require the publication of a Notice of Dissolution of a Louisiana Corporation, publication is
a good way to notify anyone who might have a claim against the Louisiana Corporation. 
Evidence of publication might prove useful down the line if someone makes a claim against the LA Corporation after
the Louisiana Corporation has been dissolved.
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5. Pay all taxes and administrative fees owed by the Louisiana Corporation
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The Louisiana Secretary of State will definitely not approve the Dissolution of a Louisiana 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 Louisiana Corporation? |
Things you have to do after you Incorporate in Louisiana.
1. Distribute all remaining assets of the Louisiana Corporation
2. Close all business bank accounts of the Louisiana Corporation
3. Cancel all local business licenses and permits
4. File Form 966 with the IRS
5. Cancel the IRS account associated with the LA Corporation's Federal Tax ID (EIN)
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1. Distribute all remaining assets of the Louisiana Corporation
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If the Louisiana Corporation has any remaining assets, these may be divided according to the Shareholders' ownership interests
in the LA Corporation.
All distributions to Corporate Shareholders must be reported to the IRS.
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2. Close all business bank accounts of the Louisiana Corporation
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If there are any business accounts that have been opened for the Louisiana Corporation then those accounts must be closed.
If Corporate business accounts are left open there may be liability and obligations of the Dissolved Louisiana Corporation which could
lead to legal problems.
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3. Cancel all local business licenses and permits of the LA Corporation
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If the Louisiana 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 Louisiana 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 Louisiana 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 Louisiana 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 LA 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 Louisiana Corporation. 
Once the IRS links an EIN to a Louisiana Corporation, that EIN stays with the Louisiana Corporation even after the Company has been Dissolved by the
Louisiana Secretary of State.
When the IRS processes the final tax return for the Louisiana 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 Louisiana Corporation down the line the IRS will reactivate the old EIN for your new Business.
Before a Louisiana Corporation can close an EIN account, it must be in Good Standing with the IRS.
The Louisiana Corporation must have filed all required tax returns and paid any applicable fees and penalties due to the IRS.
The Louisiana 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 Louisiana Corporation? |
The time it takes to Dissolve a Louisiana 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 Louisiana Secretary of State usually takes around 1-2 business weeks to process the Affidavit to Dissolve Corporation.
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The time it takes to Dissolve a Louisiana 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 Louisiana Secretary of State usually takes around 1-2 business weeks to process the Affidavit to Dissolve Corporation.
Processing times for Louisiana Corporation Dissolution filings vary depending on the work load of the
Secretary of State's staff.
We've found that normal processing of Louisiana Dissolution filings takes the state around 1-2 business weeks.
PLEASE NOTE: WE CANNOT GUARANTEE LOUISIANA SECRETARY OF STATE PROCESSING TIMES.
We are dependent on, and have no control over, the staff and systems of the Louisiana Secretary of State .
In our experience 1-2 business weeks is the time it usually takes the Louisiana
Secretary of State to process a Louisiana Dissolution filing.
We get your Louisiana Corporation Dissolution filing to the LA Secretary of State ASAP.
Once it is at the state we have no control over the Louisiana Dissolution approval process.
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How much does it cost to Dissolve a Corporation in Louisiana? |
The total cost to Dissolve a Louisiana Corporation varies depending on exactly what is required for each specific
LA Dissolution.
We charge $249.00 plus any state fees for our Louisiana 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 Affidavit to Dissolve Corporation with the Louisiana 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 LA Secretary of State
- Priority Mail Delivery of all documents
- Unlimited Customer Support
We also offer these Louisiana 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 LA Domestic Corporation? |
If there are Foreign Corporations in states other than Louisiana that are tied to the Domestic Louisiana Corporation then
each of those Foreign Corporations must be Dissolved before the Louisiana Corporation is legally Dissolved.
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How long before someone can use my Corporation name in Louisiana after I Dissolve? |
A Louisiana Corporation company name becomes available for anyone to use when the Louisiana Corporation is Dissolved by the Louisiana Secretary of State.
There are no Corporation company name protections in Louisiana once a Louisiana Corporation has been Dissolved by the Louisiana Secretary of State.
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Do I have to publish a Notice of Dissolution of the Louisiana Corporation? |
There are no state of Louisiana requirements for the publication of a Notice of Dissolution of a Louisiana Corporation.
While the Louisiana Secretary of State does not legally require the publication of a Notice of Dissolution of a Louisiana Corporation,
publication is a good way to notify anyone who might have a claim against the Louisiana Corporation. 
Evidence of publication might prove useful down the line if someone makes a claim against the LA Corporation after
the Louisiana Corporation has been dissolved.
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