How to Dissolve a Corporation in North Dakota (How to legally Close a North Dakota Business)
NORTH DAKOTA BUSINESS SERVICES CORPORATION Incorporate in North Dakota North Dakota Professional Corporation North Dakota Nonprofit Corporation ND Corporation Foreign Qualification North Dakota Corporation Annual Report North Dakota Corporation Dissolution LLC Form a LLC in North Dakota ND LLC Foreign Qualification North Dakota LLC Annual Report North Dakota LLC Dissolution OTHER NORTH DAKOTA BUSINESS SERVICES North Dakota Good Standing Certificate North Dakota Apostille North Dakota DBA Name North Dakota Registered Agent ND Corporation Kit and Seal North Dakota Certified Copies ND Business Reinstatement ND Company Name Reservation ND Tax Status Compliance Certificate ND Attorney Good Standing Certificate North Dakota Property Deed ND Employer Requirements QUICK ENTRY FORMS North Dakota Incorporation North Dakota LLC ND Professional Corporation ND Nonprofit Corporation ND Foreign Corporation ND Foreign LLC ND LLC Dissolution ND 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 Dakota Corporation Dissolution? A North Dakota Corporation is created when the ND Secretary of State approves the Articles of Incorporation. A record of the North Dakota Corporation is added to the list of Corporations which have officially registered with the North Dakota Secretary of State.  Once a Corporation is registered with the North Dakota 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 Dakota Corporation is created when the ND Secretary of State approves the Articles of Incorporation. A record of the North Dakota Corporation is added to the list of Corporations which have officially registered with the North Dakota Secretary of State.  Once a Corporation is registered with the North Dakota 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 Dakota Corporation with the North Dakota Secretary of State and want to cease business activities you have to let the ND Secretary of State know that you intend to close your company.  Only after the ND Secretary of State has made sure that all of the obligations of the North Dakota Corporation have been fulfilled will the Secretary of State approve of the closure of the company. When the North Dakota Secretary of State approves the closing of a ND Corporation, that North Dakota Corporation is said to be Dissolved.   The process of Dissolving a North Dakota Corporation is called North Dakota Corporation Dissolution. There cannot be any pending legal, administrative or arbitration proceedings by or against the North Dakota Corporation in order for the ND Secretary of State to approve the Dissolution. The ND Corporation Dissolution process includes the filing of an Intent to Dissolve the North Dakota Corporation followed by the filing of Articles of Dissolution. The filing of an Intent to Dissolve a North Dakota Corporation is not the Dissolution of the North Dakota Corporation. If the Articles of Dissolution are not filed by the time the next Annual Report of the ND Corporation is due, then the North Dakota Corporation must file the Annual Report to avoid Administrative Dissolution. After a North Dakota Corporation has been dissolved, any of its former officers, directors or shareholders may assert or defend, in the name of the ND Corporation, any claim by or against the North Dakota Corporation. Why do I need to Dissolve a North Dakota Corporation? As soon as a North Dakota Corporation is registered with the ND Secretary of State, that Corporation is responsible for recurring obligations of the North Dakota Secretary of State and the North Dakota North Dakota Tax Department.  If the North Dakota Corporation does not file reports or pay taxes then that ND Corporation could be responsible for penalties which go up as time goes by. Unless you Dissolve your North Dakota Corporation with the North Dakota Secretary of State that ND Corporation will be responsible for all recurring fees and penalties. What do I have to do to Dissolve a North Dakota Corporation? North Dakota Corporation Dissolution is one part of a larger process commonly called the "Winding Up" process.   more... less... North Dakota 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 Dakota Secretary of State; and things that you have to do after the ND Secretary of State has approved Dissolution of the North Dakota Corporation.  What you have to do both before and after the North Dakota 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 Dakota Corporation has.  If the North Dakota Corporation has not commenced business then the ND Corporation Dissolution process is easier. What do I have to do before I Dissolve a North Dakota Corporation? Things you need to do before you Dissolve a North Dakota Corporation.   1. Hold a Directors meeting and record a resolution to Dissolve the North Dakota Corporation   2. Hold a Shareholder meeting to approve Dissolution of the North Dakota Corporation   3. File a Intent to Dissolve with the ND Secretary of State   4. File all required Annual Reports with the North Dakota Secretary of State   5. Clear up any business debt   6. Pay all taxes and administrative fees owed by the North Dakota Corporation more... less... 1. Hold a Board of Directors meeting and record a resolution to Dissolve the North Dakota Corporation If a Board of Directors has been appointed for the North Dakota Corporation then the Board is required to adopt a resolution to Dissolve the ND 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 Dakota Corporation. We can transcribe and compile minutes or approvals into a form that is legally recognized by the North Dakota Secretary of State. 2. Hold a Shareholder meeting to approve Dissolution of the North Dakota Corporation If a North Dakota 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 Dakota Corporation Dissolution process is easier. If necessary, we can transcribe and compile minutes into a form that is legally recognized by the North Dakota Secretary of State. 3. File a Intent to Dissolve with the ND Secretary of State The Statement of Intent to Dissolve must be filed with the North Dakota Secretary of State before initiating the final stages of the North Dakota Corporation Dissolution process. We can prepare your Intent to Dissolve and file it with the ND Secretary of State. 4. File all required Annual Reports with the North Dakota Secretary of State The North Dakota Secretary of State will not approve the Dissolution of a ND Corporation until all required reports have been filed. We can file any required Annual Report with the ND Secretary of State. 5. Clear up any business debts All creditors of a North Dakota 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. 6. Pay all taxes and administrative fees owed by the North Dakota Corporation The North Dakota Secretary of State will definitely not approve the Dissolution of a North Dakota 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 Dakota Corporation? Things you have to do after you Incorporate in North Dakota.   1. Distribute all remaining assets of the North Dakota Corporation   2. Close all business bank accounts of the North Dakota Corporation   3. Cancel all local business licenses and permits   4. File Form 966 with the IRS   5. Cancel the IRS account associated with the ND Corporation's Federal Tax ID (EIN)   6. Publish a Notice of Dissolution of the North Dakota Corporation more... less... 1. Distribute all remaining assets of the North Dakota Corporation If the North Dakota Corporation has any remaining assets, these may be divided according to the Shareholders' ownership interests in the ND Corporation. All distributions to Corporate Shareholders must be reported to the IRS. 2. Close all business bank accounts of the North Dakota Corporation If there are any business accounts that have been opened for the North Dakota Corporation then those accounts must be closed. If Corporate business accounts are left open there may be liability and obligations of the Dissolved North Dakota Corporation which could lead to legal problems. 3. Cancel all local business licenses and permits of the ND Corporation If the North Dakota 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 Dakota Corporation. This includes business registration licenses as well as reseller permits. 4. File IRS Form 966 All Dissolved North Dakota 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 Dakota 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 ND 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 Dakota Corporation.  Once the IRS links an EIN to a North Dakota Corporation, that EIN stays with the North Dakota Corporation even after the Company has been Dissolved by the North Dakota Secretary of State. When the IRS processes the final tax return for the North Dakota 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 Dakota Corporation down the line the IRS will reactivate the old EIN for your new Business. Before a North Dakota Corporation can close an EIN account, it must be in Good Standing with the IRS.  The North Dakota Corporation must have filed all required tax returns and paid any applicable fees and penalties due to the IRS.  The North Dakota 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. 6. Publish a Notice of Dissolution of the North Dakota Corporation After the Intent to Dissolve the ND Corporation has been submitted to the North Dakota Secretary of State, a North Dakota Corporation may choose to notify its creditors and claimants by publishing a Notice of Dissolution once each week for four consecutive weeks in an official newspaper in the ND county where the North Dakota Corporation's registered office is located. A ND Corporation that does not give notice may file Articles of Dissolution with the North Dakota Secretary of State after the payment of all debts and the resolution of all claims; or at least two years have passes since the filing of the Intent to Dissolve with the North Dakota Secretary of State. We can prepare a Notice of Dissolution and make sure it gets published according to the ND Secretary of State's rules. How long does it take to Dissolve a North Dakota Corporation? The time it takes to Dissolve a North Dakota 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 Dakota Secretary of State usually takes around 4-5 business weeks to process the Articles of Dissolution.    more... less... The time it takes to Dissolve a North Dakota 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 Dakota Secretary of State usually takes around 4-5 business weeks to process the Articles of Dissolution. Processing times for North Dakota Corporation Dissolution filings vary depending on the work load of the Secretary of State's staff.  We've found that normal processing of North Dakota Dissolution filings takes the state around 4-5 business weeks. PLEASE NOTE: WE CANNOT GUARANTEE NORTH DAKOTA SECRETARY OF STATE PROCESSING TIMES. We are dependent on, and have no control over, the staff and systems of the North Dakota Secretary of State . In our experience 4-5 business weeks is the time it usually takes the North Dakota Secretary of State to process a North Dakota Dissolution filing. We get your North Dakota Corporation Dissolution filing to the ND Secretary of State ASAP. Once it is at the state we have no control over the North Dakota Dissolution approval process. How much does it cost to Dissolve a Corporation in North Dakota? The total cost to Dissolve a North Dakota Corporation varies depending on exactly what is required for each specific ND Dissolution. We charge $249.00 plus any state fees for our North Dakota 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 Dakota 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 ND Secretary of State Priority Mail Delivery of all documents Unlimited Customer Support We also offer these North Dakota 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 ND Domestic Corporation? If there are Foreign Corporations in states other than North Dakota that are tied to the Domestic North Dakota Corporation then each of those Foreign Corporations must be Dissolved before the North Dakota Corporation is legally Dissolved. Can I revoke Dissolution after it is approved by North Dakota? A North Dakota Corporation may revoke the Intent to Dissolve prior to filing Articles of Dissolution with the ND Secretary of State by filing a Revocation of Voluntary Dissolution with the North Dakota Secretary of State. How long before someone can use my Corporation name in North Dakota after I Dissolve? A North Dakota Corporation company name becomes available for anyone to use when the ND Corporation is Dissolved by the North Dakota Secretary of State. There are no Corporation company name protections in North Dakota once a ND Corporation has been Dissolved. Do I have to publish a Notice of Dissolution of the North Dakota Corporation? After the Intent to Dissolve the ND Corporation has been submitted to the North Dakota Secretary of State, a North Dakota Corporation may choose to notify its creditors and claimants by publishing a Notice of Dissolution once each week for four consecutive weeks in an official newspaper in the ND county where the North Dakota Corporation's registered office is located. A ND Corporation that does not give notice may file Articles of Dissolution with the North Dakota Secretary of State after the payment of all debts and the resolution of all claims; or at least two years have passes since the filing of the Intent to Dissolve with the North Dakota Secretary of State.	NORTH DAKOTA CORPORATION DISSOLUTION SERVICES For $249.00 our North Dakota Corporation Dissolution Services include: Same day processing explain We will start processing your application for a North Dakota Corporation Dissolution on the same day that you submit your order.  We get your ND Corporation Dissolution filing to the North Dakota Secretary of State as fast as possible.  Once they get the application, the ND Secretary of State usually takes 4-5 business weeks to process a North Dakota 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 Dakota 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 Dakota Corporation Certified copy of Dissolution filing from ND Secretary of State Priority Mail Delivery of all documents Unlimited Customer Support A LA CARTE NORTH DAKOTA DISSOLUTION SERVICES If you don't need our complete North Dakota 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 Dakota Corporation then the Board is required to adopt a resolution to Dissolve the ND 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 Dakota. We will also compile a formal resolution to Dissolve the North Dakota Corporation for your records. Transcribe Shareholder meeting minutes - $75.00   explain If a North Dakota 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 Dakota. Prepare and file Articles of Dissolution - $75.00   explain As soon as the preliminary North Dakota Corporation Dissolution actions are completed we will prepare and file the Articles of Dissolution with the North Dakota Secretary of State in the quickest way possible Prepare IRS Form 966 - $65.00   explain All Dissolved North Dakota 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 Dakota 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 Dakota Corporation.  Once the IRS links an EIN to a North Dakota Corporation, that EIN stays with the North Dakota Corporation even after the Company has been Dissolved by the North Dakota Secretary of State. When the IRS processes the final tax return for the North Dakota 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 Dakota Corporation's EIN account closed as quickly as possible. Processing fees $249.00 North Dakota Dissolution fees $52.00 Optional services $0.00 Total cost $301.00 OUR ADVANTAGE We start processing your North Dakota Corporation Dissolution order as soon as it arrives. We get your documents to the North Dakota Secretary of State in the quickest possible way.  We guarantee our work.  If you're not satisfied with our North Dakota Dissolution services we will refund 100% of your processing fees. We've been helping Corporations legally Dissolve in North Dakota for over ten years.  Our A+ BBB rating speaks for itself! INCORPORATE OR FORM A LLC IN ANY STATE CORPORATION LLC Alabama Alabama Alaska Alaska Arizona Arizona Arkansas Arkansas California California Colorado Colorado Connecticut Connecticut Delaware Delaware District of Columbia District of Columbia Florida Florida Georgia Georgia Hawaii Hawaii Idaho Idaho Illinois Illinois Indiana Indiana Iowa Iowa Kansas Kansas Kentucky Kentucky Louisiana Louisiana Maine Maine Maryland Maryland Massachusetts Massachusetts Michigan Michigan Minnesota Minnesota Mississippi Mississippi Missouri Missouri Montana Montana Nebraska Nebraska Nevada Nevada New Hampshire New Hampshire New Jersey New Jersey New Mexico New Mexico New York New York North Carolina North Carolina North Dakota North Dakota Ohio Ohio Oklahoma Oklahoma Oregon Oregon Pennsylvania Pennsylvania Rhode Island Rhode Island South Carolina South Carolina South Dakota South Dakota Tennessee Tennessee Texas Texas Utah Utah Vermont Vermont Virginia Virginia Washington Washington West Virginia West Virginia Wisconsin Wisconsin Wyoming Wyoming GET A GOOD STANDING CERTIFICATE IN ANY STATE Alabama Alaska Arizona Arkansas California Colorado Connecticut Delaware District of Columbia Florida Georgia Hawaii Idaho Illinois Indiana Iowa Kansas Kentucky Louisiana Maine Maryland Massachusetts Michigan Minnesota Mississippi Missouri Montana Nebraska Nevada New Hampshire New Jersey New Mexico New York North Carolina North Dakota Ohio Oklahoma Oregon Pennsylvania Rhode Island South Carolina South Dakota Tennessee Texas Utah Vermont Virginia Washington West Virginia Wisconsin Wyoming
All Business Documents, Inc. is not a lawyer or an accountant and provides only document filing and retrieval services under your supervision. All content and design copyright © 2003- All Business Documents, Inc. All Rights Reserved. Privacy Policy Site Map Contact us