A dissolved limited liability company shall wind up its activities and affairs and the company continues after dissolution only for the purpose of winding up. This is a template for the minutes of a special meeting of shareholders approving the dissolution of a Pennsylvania corporation.The Pennsylvania Act required a unanimous vote and written consent of all LLC members for our dissolution to be approved. Dissolution or Liquidation: In the event of dissolution or liquidation, a resolution is used to approve the dissolution and appoint a liquidator. (a) First, the board of directors or other governing body can adopt a resolution recommending that the corporation be dissolved voluntarily. From notifying creditors and settling debts to filing dissolution paperwork with state authorities, each step is crucial in wrapping up operations responsibly. Be reflected in the corporation's final financial report. Resolution provided for in the corporation's bylaws. Dissolving a Corporation. There aren't any other special considerations when completing the tax returns themselves.