How to Dissolve a Corporation in North Carolina (How to legally Close a North Carolina Business)
NORTH CAROLINA BUSINESS SERVICES CORPORATION Incorporate in North Carolina North Carolina Professional Corporation North Carolina Nonprofit Corporation NC Corporation Foreign Qualification North Carolina Corporation Annual Report North Carolina Corporation Dissolution LLC Form a LLC in North Carolina NC LLC Foreign Qualification North Carolina LLC Annual Report North Carolina LLC Dissolution OTHER NORTH CAROLINA BUSINESS SERVICES North Carolina Good Standing Certificate North Carolina Apostille North Carolina DBA Name North Carolina Registered Agent NC Corporation Kit and Seal North Carolina Certified Copies NC Business Reinstatement NC Company Name Reservation NC Tax Status Compliance Certificate NC Attorney Good Standing Certificate North Carolina Property Deed NC Employer Requirements QUICK ENTRY FORMS North Carolina Incorporation North Carolina LLC NC Professional Corporation NC Nonprofit Corporation NC Foreign Corporation NC Foreign LLC NC LLC Dissolution NC Corporation Dissolution CORPORATE GLOSSARY   Administrative Dissolution Agent for Service of Process Apostille Apportionment Articles of Incorporation Articles of Organization Assumed Name At Will LLC Authorized Shares B Corporation Benefit Corporation Board of Directors Business Dissolution Business Entity Bylaws Certificate of Existence Certificate of Status Certified Copy Close Corporation Common Stock Conversion Corporate Bylaws Corporate Name Reservation Corporate Stock DBA Disregarded Entity Dividends ESOP Excise Tax Federal Tax ID Ficticious Name Foreign Qualification Franchise Tax General Partnership Good Standing Certificate Incorporator Involuntary Dissolution IRS Form 966 ITIN Limited Liability Company Limited Partnership Liquidation LLC LP Majority Shareholder Meetings Merger Nexus Non-Stock Corporation Nonprofit Corporation Obligated Member LLC Organizer Paid-in Capital Paid-in Surplus Par Value Personal Service Corporation Preferred Stock Privilege Tax Professional Corporation Professional Service Proxy Registered Agent Registered Office Reporting Requirements Revocation S Corporation Series LLC Service Mark Shareholder Sole Proprietor Stated Capital Statutory Agent Stock Certificate Term LLC Trade Name Trademark Trust Trustee Winding Up	What is North Carolina Corporation Dissolution? A North Carolina Corporation is created when the NC Secretary of State approves the Articles of Incorporation. A record of the North Carolina Corporation is added to the list of Corporations which have officially registered with the North Carolina Secretary of State.  Once a Corporation is registered with the North Carolina 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.   more... less... A North Carolina Corporation is created when the NC Secretary of State approves the Articles of Incorporation. A record of the North Carolina Corporation is added to the list of Corporations which have officially registered with the North Carolina Secretary of State.  Once a Corporation is registered with the North Carolina 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 North Carolina Corporation with the North Carolina Secretary of State and want to cease business activities you have to let the NC Secretary of State know that you intend to close your company.  Only after the NC Secretary of State has made sure that all of the obligations of the North Carolina Corporation have been fulfilled will the Secretary of State approve of the closure of the company. When the North Carolina Secretary of State approves the closing of a NC Corporation, that North Carolina Corporation is said to be Dissolved.   The process of Dissolving a North Carolina Corporation is called North Carolina Corporation Dissolution. A Dissolved North Carolina Corporation continues its Corporate existence in NC but may not carry on any business except that appropriate to wind up and liquidate its business and affairs. A North Carolina Corporation is Dissolved upon the effective date of on which its Articles of Dissolution were approved by the NC Secretary of State. Why do I need to Dissolve a North Carolina Corporation? As soon as a North Carolina Corporation is registered with the NC Secretary of State, that Corporation is responsible for recurring obligations of the North Carolina Secretary of State and the North Carolina Department of Revenue.  If the North Carolina Corporation does not file reports or pay taxes then that NC Corporation could be responsible for penalties which go up as time goes by. Unless you Dissolve your North Carolina Corporation with the North Carolina Secretary of State that NC Corporation will be responsible for all recurring fees and penalties. What do I have to do to Dissolve a North Carolina Corporation? North Carolina Corporation Dissolution is one part of a larger process commonly called the "Winding Up" process.   more... less... North Carolina 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 North Carolina Secretary of State; and things that you have to do after the NC Secretary of State has approved Dissolution of the North Carolina Corporation.  What you have to do both before and after the North Carolina 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 North Carolina Corporation has.  If the North Carolina Corporation has not commenced business then the NC Corporation Dissolution process is easier. What do I have to do before I Dissolve a North Carolina Corporation? Things you need to do before you Dissolve a North Carolina Corporation.   1. Hold a Directors meeting and record a resolution to Dissolve the North Carolina Corporation   2. Hold a Shareholder meeting to approve Dissolution of the North Carolina Corporation   3. File all required Annual Reports with the North Carolina Secretary of State   4. Clear up any business debt   5. Pay all taxes and administrative fees owed by the North Carolina Corporation more... less... 1. Hold a Board of Directors meeting and record a resolution to Dissolve the North Carolina Corporation If a Board of Directors has been appointed for the North Carolina Corporation then the Board is required to adopt a resolution to Dissolve the NC 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 North Carolina Corporation. We can transcribe and compile minutes or approvals into a form that is legally recognized by the North Carolina Secretary of State. 2. Hold a Shareholder meeting to approve Dissolution of the North Carolina Corporation If a North Carolina 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 North Carolina Corporation Dissolution process is easier. If necessary, we can transcribe and compile minutes into a form that is legally recognized by the North Carolina Secretary of State. 3. File all required Annual Reports with the North Carolina Secretary of State The North Carolina Secretary of State will not approve the Dissolution of a NC Corporation until all required reports have been filed. We can file any required Annual Report with the NC Secretary of State. 4. Clear up any business debts All creditors of a North Carolina 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 North Carolina Secretary of State does not legally require the publication of a Notice of Dissolution of a North Carolina Corporation, publication is a good way to notify anyone who might have a claim against the North Carolina Corporation.  Evidence of publication might prove useful down the line if someone makes a claim against the NC Corporation after the North Carolina Corporation has been dissolved. 5. Pay all taxes and administrative fees owed by the North Carolina Corporation The North Carolina Secretary of State will definitely not approve the Dissolution of a North Carolina Corporation until all outstanding taxes and applicable registration and administrative fees have been paid. less... What do I have to do after I Dissolve a North Carolina Corporation? Things you have to do after you Incorporate in North Carolina.   1. Distribute all remaining assets of the North Carolina Corporation   2. Close all business bank accounts of the North Carolina Corporation   3. Cancel all local business licenses and permits   4. File Form 966 with the IRS   5. Cancel the IRS account associated with the NC Corporation's Federal Tax ID (EIN) more... less... 1. Distribute all remaining assets of the North Carolina Corporation If the North Carolina Corporation has any remaining assets, these may be divided according to the Shareholders' ownership interests in the NC Corporation. All distributions to Corporate Shareholders must be reported to the IRS. 2. Close all business bank accounts of the North Carolina Corporation If there are any business accounts that have been opened for the North Carolina Corporation then those accounts must be closed. If Corporate business accounts are left open there may be liability and obligations of the Dissolved North Carolina Corporation which could lead to legal problems. 3. Cancel all local business licenses and permits of the NC Corporation If the North Carolina 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 North Carolina Corporation. This includes business registration licenses as well as reseller permits. 4. File IRS Form 966 All Dissolved North Carolina 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 North Carolina Corporation has been legally Dissolved so that it may take the appropriate actions. We can prepare IRS Form 966 for you to file. 5. Cancel the IRS account associated with the NC Corporation's Federal Tax ID (EIN) A Federal Tax ID, or Federal Employer Identification Number (EIN), is like the Social Security Number for the North Carolina Corporation.  Once the IRS links an EIN to a North Carolina Corporation, that EIN stays with the North Carolina Corporation even after the Company has been Dissolved by the North Carolina Secretary of State. When the IRS processes the final tax return for the North Carolina 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 North Carolina Corporation down the line the IRS will reactivate the old EIN for your new Business. Before a North Carolina Corporation can close an EIN account, it must be in Good Standing with the IRS.  The North Carolina Corporation must have filed all required tax returns and paid any applicable fees and penalties due to the IRS.  The North Carolina 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. How long does it take to Dissolve a North Carolina Corporation? The time it takes to Dissolve a North Carolina 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 North Carolina Secretary of State usually takes around 5-10 business days to process the Articles of Dissolution.    more... less... The time it takes to Dissolve a North Carolina 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 North Carolina Secretary of State usually takes around 5-10 business days to process the Articles of Dissolution. Processing times for North Carolina Corporation Dissolution filings vary depending on the work load of the Secretary of State's staff.  We've found that normal processing of North Carolina Dissolution filings takes the state around 5-10 business days. PLEASE NOTE: WE CANNOT GUARANTEE NORTH CAROLINA SECRETARY OF STATE PROCESSING TIMES. We are dependent on, and have no control over, the staff and systems of the North Carolina Secretary of State . In our experience 5-10 business days is the time it usually takes the North Carolina Secretary of State to process a North Carolina Dissolution filing. We get your North Carolina Corporation Dissolution filing to the NC Secretary of State ASAP. Once it is at the state we have no control over the North Carolina Dissolution approval process. How much does it cost to Dissolve a Corporation in North Carolina? The total cost to Dissolve a North Carolina Corporation varies depending on exactly what is required for each specific NC Dissolution. We charge $249.00 plus any state fees for our North Carolina 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 North Carolina 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 NC Secretary of State Priority Mail Delivery of all documents Unlimited Customer Support We also offer these North Carolina Corporation Dissolution services separately as explained on the right side of this web page. What do I have to do if I want to Dissolve a Foreign Corporation that is tied to a NC Domestic Corporation? If there are Foreign Corporations in states other than North Carolina that are tied to the Domestic North Carolina Corporation then each of those Foreign Corporations must be Dissolved before the North Carolina Corporation is legally Dissolved. Can I revoke Dissolution after it is approved by North Carolina? A North Carolina Corporation may revoke their Articles of Dissolution by filing Articles of Revocation of Dissolution. with the NC Secretary of State. The Articles of Revocation of Dissolution must be filed by the NC Corporation within 120 days of the date on which the North Carolina Secretary of State approved the Articles of Dissolution. How long before someone can use my Corporation name in North Carolina after I Dissolve? The company name of a Dissolved NC Corporation may not be used by another North Carolina Corporation or LLC within 120 days of the date on which the North Carolina Secretary of State approved the Dissolution of the NC Corporation. After 120 days the company name becomes available to any North Carolina Corporation or LLC. There are no protections on the use of a North Carolina company name after 120 days from the date of Dissolution. Do I have to publish a Notice of Dissolution of the North Carolina Corporation? There are no state of North Carolina requirements for the publication of a Notice of Dissolution of a North Carolina Corporation. While the North Carolina Secretary of State does not legally require the publication of a Notice of Dissolution of a North Carolina Corporation, publication is a good way to notify anyone who might have a claim against the North Carolina Corporation.  Evidence of publication might prove useful down the line if someone makes a claim against the NC Corporation after the North Carolina Corporation has been dissolved.	NORTH CAROLINA CORPORATION DISSOLUTION SERVICES For $249.00 our North Carolina Corporation Dissolution Services include: Same day processing explain We will start processing your application for a North Carolina Corporation Dissolution on the same day that you submit your order.  We get your NC Corporation Dissolution filing to the North Carolina Secretary of State as fast as possible.  Once they get the application, the NC Secretary of State usually takes 5-10 business days to process a North Carolina Corporation Dissolution filing. 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 North Carolina Secretary of State Prepare US IRS Form 966 for you to sign and file Prepare documents to cancel the Federal EIN account linked to the North Carolina Corporation Certified copy of Dissolution filing from NC Secretary of State Priority Mail Delivery of all documents Unlimited Customer Support A LA CARTE NORTH CAROLINA DISSOLUTION SERVICES If you don't need our complete North Carolina Corporation Dissolution package we offer our Dissolution services separately check the box next to any option, price will be calculated automatically Transcribe Board meeting minutes - $75.00   explain If a Board of Directors has been appointed for the North Carolina Corporation then the Board is required to adopt a resolution to Dissolve the NC Corporation. Minutes of the meeting must be recorded and retained in the business records. We will transcribe the minutes of the Board meeting into a format that is legally acceptable in the state of North Carolina. We will also compile a formal resolution to Dissolve the North Carolina Corporation for your records. Transcribe Shareholder meeting minutes - $75.00   explain If a North Carolina 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. We will transcribe the minutes of the Shareholder meeting into a format that is legally acceptable in the state of North Carolina. Prepare and file Articles of Dissolution - $75.00   explain As soon as the preliminary North Carolina Corporation Dissolution actions are completed we will prepare and file the Articles of Dissolution with the North Carolina Secretary of State in the quickest way possible Prepare IRS Form 966 - $65.00   explain All Dissolved North Carolina 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 North Carolina Corporation has been legally Dissolved. We will prepare IRS Form 966 for you to file. Prepare EIN cancellation documents - $65.00   explain A Federal Tax ID, or Federal Employer Identification Number (EIN), is like the Social Security Number for the North Carolina Corporation.  Once the IRS links an EIN to a North Carolina Corporation, that EIN stays with the North Carolina Corporation even after the Company has been Dissolved by the North Carolina Secretary of State. When the IRS processes the final tax return for the North Carolina Corporation, they automatically make the EIN inactive.  However, the account associated with the EIN is not automatically closed by the IRS.  Closing the account associated with the EIN lessens the likelihood of any problems with the EIN account - or with the IRS - in the future. We will prepare formal documents to get your North Carolina Corporation's EIN account closed as quickly as possible. Processing fees $249.00 North Carolina Dissolution fees $42.00 Optional services $0.00 Total cost $291.00 OUR ADVANTAGE We start processing your North Carolina Corporation Dissolution order as soon as it arrives. We get your documents to the North Carolina Secretary of State in the quickest possible way.  We guarantee our work.  If you're not satisfied with our North Carolina Dissolution services we will refund 100% of your processing fees. We've been helping Corporations legally Dissolve in North Carolina for over ten years.  Our A+ BBB rating speaks for itself! 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