How to Dissolve a Corporation in Washington (How to legally Close a Washington Business)
WASHINGTON BUSINESS SERVICES CORPORATION Incorporate in Washington Washington Professional Corporation Washington Nonprofit Corporation WA Corporation Foreign Qualification Washington Corporation Annual Report Washington Corporation Dissolution LLC Form a LLC in Washington WA LLC Foreign Qualification Washington LLC Annual Report Washington LLC Dissolution OTHER WASHINGTON BUSINESS SERVICES Washington Good Standing Certificate Washington Apostille Washington DBA Name Washington Registered Agent WA Corporation Kit and Seal Washington Certified Copies WA Business Reinstatement WA Company Name Reservation WA Tax Status Compliance Certificate WA Attorney Good Standing Certificate Washington Property Deed WA Employer Requirements QUICK ENTRY FORMS Washington Incorporation Washington LLC WA Professional Corporation WA Nonprofit Corporation WA Foreign Corporation WA Foreign LLC WA LLC Dissolution WA 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 Washington Corporation Dissolution? A Washington Corporation is created when the WA Secretary of State approves the Articles of Incorporation. A record of the Washington Corporation is added to the list of Corporations which have officially registered with the Washington Secretary of State.  Once a Corporation is registered with the Washington 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 Washington Corporation is created when the WA Secretary of State approves the Articles of Incorporation. A record of the Washington Corporation is added to the list of Corporations which have officially registered with the Washington Secretary of State.  Once a Corporation is registered with the Washington 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 Washington Corporation with the Washington Secretary of State and want to cease business activities you have to let the WA Secretary of State know that you intend to close your company.  Only after the WA Secretary of State has made sure that all of the obligations of the Washington Corporation have been fulfilled will the Secretary of State approve of the closure of the company. When the Washington Secretary of State approves the closing of a WA Corporation, that Washington Corporation is said to be Dissolved.   The process of Dissolving a Washington Corporation is called Washington Corporation Dissolution. A Washington Corporation must obtain a Tax Clearance Certificate from the Washington Department of Revenue. The Tax Clearance Certificate must be attached to the Articles of Dissolution of the WA Corporation when the Articles of Dissolution are submitted to the WA Secretary of State for approval. Why do I need to Dissolve a Washington Corporation? As soon as a Washington Corporation is registered with the WA Secretary of State, that Corporation is responsible for recurring obligations of the Washington Secretary of State and the Washington Department of Revenue.  If the Washington Corporation does not file reports or pay taxes then that WA Corporation could be responsible for penalties which go up as time goes by. Unless you Dissolve your Washington Corporation with the Washington Secretary of State that WA Corporation will be responsible for all recurring fees and penalties. What do I have to do to Dissolve a Washington Corporation? Washington Corporation Dissolution is one part of a larger process commonly called the "Winding Up" process.   more... less... Washington 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 Washington Secretary of State; and things that you have to do after the WA Secretary of State has approved Dissolution of the Washington Corporation.  What you have to do both before and after the Washington 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 Washington Corporation has.  If the Washington Corporation has not commenced business then the WA Corporation Dissolution process is easier. What do I have to do before I Dissolve a Washington Corporation? Things you need to do before you Dissolve a Washington Corporation.   1. Hold a Directors meeting and record a resolution to Dissolve the Washington Corporation   2. Hold a Shareholder meeting to approve Dissolution of the Washington Corporation   3. File all required Annual Reports with the Washington Secretary of State   4. File all required tax returns with the Washington Department of Revenue   5. Clear up any business debt   6. Pay all taxes and administrative fees owed by the Washington Corporation more... less... 1. Hold a Board of Directors meeting and record a resolution to Dissolve the Washington Corporation If a Board of Directors has been appointed for the Washington Corporation then the Board is required to adopt a resolution to Dissolve the WA 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 Washington Corporation. We can transcribe and compile minutes or approvals into a form that is legally recognized by the Washington Secretary of State. 2. Hold a Shareholder meeting to approve Dissolution of the Washington Corporation If a Washington 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 Washington Corporation Dissolution process is easier. If necessary, we can transcribe and compile minutes into a form that is legally recognized by the Washington Secretary of State. 3. File all required Annual Reports with the Washington Secretary of State The Washington Secretary of State will not approve the Dissolution of a WA Corporation until all required reports have been filed. We can file any required Annual Report with the WA Secretary of State. 4. File all required tax returns with the Washington Department of Revenue The Washington Secretary of State will not approve the Dissolution of any WA Corporation until that Corporation has fulfilled all its tax obligations with the Washington Department of Revenue. 5. Clear up any business debts All creditors of a Washington 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 Washington Corporation The Washington Secretary of State will definitely not approve the Dissolution of a Washington 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 Washington Corporation? Things you have to do after you Incorporate in Washington.   1. Distribute all remaining assets of the Washington Corporation   2. Close all business bank accounts of the Washington Corporation   3. Cancel all local business licenses and permits   4. File Form 966 with the IRS   5. Cancel the IRS account associated with the WA Corporation's Federal Tax ID (EIN)   6. Publish a Notice of Dissolution of the Washington Corporation more... less... 1. Distribute all remaining assets of the Washington Corporation If the Washington Corporation has any remaining assets, these may be divided according to the Shareholders' ownership interests in the WA Corporation. All distributions to Corporate Shareholders must be reported to the IRS. 2. Close all business bank accounts of the Washington Corporation If there are any business accounts that have been opened for the Washington Corporation then those accounts must be closed. If Corporate business accounts are left open there may be liability and obligations of the Dissolved Washington Corporation which could lead to legal problems. 3. Cancel all local business licenses and permits of the WA Corporation If the Washington 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 Washington Corporation. This includes business registration licenses as well as reseller permits. 4. File IRS Form 966 All Dissolved Washington 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 Washington 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 WA Corporation's Federal Tax ID (EIN) A Federal Tax ID, or Federal Employer Identification Number (EIN), is like the Social Security Number for the Washington Corporation.  Once the IRS links an EIN to a Washington Corporation, that EIN stays with the Washington Corporation even after the Company has been Dissolved by the Washington Secretary of State. When the IRS processes the final tax return for the Washington 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 Washington Corporation down the line the IRS will reactivate the old EIN for your new Business. Before a Washington Corporation can close an EIN account, it must be in Good Standing with the IRS.  The Washington Corporation must have filed all required tax returns and paid any applicable fees and penalties due to the IRS.  The Washington 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 Washington Corporation A Dissolved Washington Corporation is required to publish a Notice of Dissolution within 30 days of the date on which Dissolution was approved by the Washington Secretary of State. The Notice of Dissolution of the WA Corporation must be published once a week for three consecutive weeks in a newspaper of general circulation in the county where the Dissolved Washington Corporation's principal office (or, if none in this state, its registered office) is or was last located. The Notice of Dissolution of the WA Corporation must describe the information that must be included in a claim, provide a mailing address where a claim may be sent, and state that claims against the Dissolved Washington Corporation may be barred if not timely asserted. We can prepare a Notice of Dissolution and make sure it gets published according to the WA Secretary of State's rules. How long does it take to Dissolve a Washington Corporation? The time it takes to Dissolve a Washington 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 Washington Secretary of State usually takes around 4 weeks to process the Articles of Dissolution.    more... less... The time it takes to Dissolve a Washington 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. The Washington Secretary of State requires a Tax Clearance Certificate from the WA Department of Revenue before it will aprove the Dissolution of a Washington Corporation. The time it takes the WA Department of Revenue to process a request for a Tax Clearance Certificate depends on the tax status of the Washington Corporation. In some cases it could take 5-6 weeks to get a Tax Clearance Certificate from the Washington Department of Revenue. Once the initial actions are completed, the Washington Secretary of State usually takes around 4 weeks to process the Articles of Dissolution. Processing times for Washington Corporation Dissolution filings vary depending on the work load of the Secretary of State's staff.  We've found that normal processing of Washington Dissolution filings takes the state around 4 weeks. PLEASE NOTE: WE CANNOT GUARANTEE WASHINGTON SECRETARY OF STATE OR WASHINGTON DEPARTMENT OF REVENUE PROCESSING TIMES. We are dependent on, and have no control over, the staff and systems of the Washington Secretary of State or Washington Department of Revenue. In our experience 4 weeks is the time it usually takes the Washington Secretary of State to process a Washington Dissolution filing. We get your Washington Corporation Dissolution filing to the WA Secretary of State ASAP. Once it is at the state we have no control over the Washington Dissolution approval process. How much does it cost to Dissolve a Corporation in Washington? The total cost to Dissolve a Washington Corporation varies depending on exactly what is required for each specific WA Dissolution. We charge $249.00 plus any state fees for our Washington 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 Washington 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 WA Secretary of State Priority Mail Delivery of all documents Unlimited Customer Support We also offer these Washington 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 WA Domestic Corporation? If there are Foreign Corporations in states other than Washington that are tied to the Domestic Washington Corporation then each of those Foreign Corporations must be Dissolved before the Washington Corporation is legally Dissolved. Can I revoke Dissolution after it is approved by Washington? A Washington Corporation may revoke its Articles of Dissolution by filing with the Washington Secretary of State within 120 days of the date on which the WA Secretary of State approved the Articles of Dissolution of the Washington Corporation. How long before someone can use my Corporation name in Washington after I Dissolve? A Washington Corporation company name becomes available for anyone to use when the Washington Corporation is Dissolved by the Washington Secretary of State. There are no Corporation company name protections in Washington once a Washington Corporation has been Dissolved by the Washington Secretary of State. Do I have to publish a Notice of Dissolution of the Washington Corporation? A Dissolved Washington Corporation is required to publish a Notice of Dissolution within 30 days of the date on which Dissolution was approved by the Washington Secretary of State. The Notice of Dissolution of the WA Corporation must be published once a week for three consecutive weeks in a newspaper of general circulation in the county where the Dissolved Washington Corporation's principal office (or, if none in this state, its registered office) is or was last located. The Notice of Dissolution of the WA Corporation must describe the information that must be included in a claim, provide a mailing address where a claim may be sent, and state that claims against the Dissolved Washington Corporation may be barred if not timely asserted.	WASHINGTON CORPORATION DISSOLUTION SERVICES For $249.00 our Washington Corporation Dissolution Services include: Same day processing explain We will start processing your application for a Washington Corporation Dissolution on the same day that you submit your order.  We get your WA Corporation Dissolution filing to the Washington Secretary of State as fast as possible.  Once they get the application, the WA Secretary of State usually takes 4 weeks to process a Washington 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 Washington 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 Washington Corporation Certified copy of Dissolution filing from WA Secretary of State Priority Mail Delivery of all documents Unlimited Customer Support A LA CARTE WASHINGTON DISSOLUTION SERVICES If you don't need our complete Washington 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 Washington Corporation then the Board is required to adopt a resolution to Dissolve the WA 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 Washington. We will also compile a formal resolution to Dissolve the Washington Corporation for your records. Transcribe Shareholder meeting minutes - $75.00   explain If a Washington 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 Washington. Prepare and file Articles of Dissolution - $75.00   explain As soon as the preliminary Washington Corporation Dissolution actions are completed we will prepare and file the Articles of Dissolution with the Washington Secretary of State in the quickest way possible Prepare IRS Form 966 - $65.00   explain All Dissolved Washington 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 Washington 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 Washington Corporation.  Once the IRS links an EIN to a Washington Corporation, that EIN stays with the Washington Corporation even after the Company has been Dissolved by the Washington Secretary of State. When the IRS processes the final tax return for the Washington 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 Washington Corporation's EIN account closed as quickly as possible. Processing fees $249.00 Washington Dissolution fees $20.00 Optional services $0.00 Total cost $269.00 OUR ADVANTAGE We start processing your Washington Corporation Dissolution order as soon as it arrives. We get your documents to the Washington Secretary of State in the quickest possible way.  We guarantee our work.  If you're not satisfied with our Washington Dissolution services we will refund 100% of your processing fees. We've been helping Corporations legally Dissolve in Washington for over ten years.  Our A+ BBB rating speaks for itself! 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