Delaware Liquidation Proposal

State:
Multi-State
Control #:
US-CC-9-345-NE
Format:
Word; 
Rich Text
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This sample form, a detailed Liquidation Proposal document, is a model for use in corporate matters. The language is easily adapted to fit your specific circumstances. Available in several standard formats.

Delaware Liquidation Proposal is a legal term referring to a formal plan submitted by a company or its stakeholders to initiate the liquidation process under the laws of Delaware, a prominent jurisdiction for corporate entities in the United States. This proposal outlines the steps and procedures to be followed for winding down the affairs of a company and distributing its assets among creditors and shareholders. In Delaware, there are primarily two types of liquidation proposals: voluntary liquidation and involuntary liquidation. 1. Voluntary Liquidation Proposal: A voluntary liquidation proposal is initiated by the company itself when its directors or shareholders determine that it is no longer financially viable or has achieved its purpose. This proposal is typically presented during a formal meeting, and if approved, triggers the company's dissolution process. 2. Involuntary Liquidation Proposal: Unlike voluntary liquidation, an involuntary liquidation proposal is filed by external stakeholders, such as creditors or shareholders, who believe that the company is unable to meet its financial obligations or is being mismanaged. These stakeholders can submit a petition to a Delaware court requesting the initiation of the liquidation process. Keywords: Delaware, liquidation proposal, voluntary liquidation, involuntary liquidation, formal plan, legal, company, stakeholders, winding down, assets, creditors, shareholders, United States, jurisdiction, dissolution process, financial viability, directors, petition, mismanagement.

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The fee to file the Certificate is $204.00. If your document is more than 1 page, please include $9.00 for each additional page. You will receive a stamped ?Filed? copy of your submitted document.

Take a Member Vote. If the LLC Operating Agreement does not specify guidelines for canceling the LLC, the Delaware LLC Act states that the LLC may be canceled after affirmative or written consent of members who own more than two-thirds of the current percentage ownership.

If you don't pay the Delaware Franchise Tax and file the Annual Report for two straight years, the State of Delaware will administratively dissolve the Corporation.

If you do not legally and officially cancel your LLC or dissolve your corporation, your company will continue to be held responsible for the annual Delaware Franchise Tax Fee as well as your annual Registered Agent Fee until either the Registered Agent resigns or until the State of Delaware voids the company.

How much does it cost to dissolve an LLC in Delaware? Delaware charges a filing fee of $204 plus any past due franchise tax fees, penalties and interest (tax clearance). Delaware also provides an expedited option. They charge $200 for same day service or $100 for 24 hour service.

In Delaware, "dissolution" refers to the process of closing a corporation through the filing of a Certificate of Dissolution. LLCs, on the other hand, are "canceled" through a Certificate of Cancellation.

A plan of liquidation and dissolution that can be used for the dissolution of a Delaware corporation wholly owned by a US parent corporation when the parties intend to qualify the dissolution as a tax-free liquidation under Sections 332 and 337 of the Internal Revenue Code.

How do you dissolve a Delaware corporation? To dissolve your domestic corporation in Delaware, you must provide the completed Certificate of Dissolution form to the Department of State by mail, fax or in person, along with the filing fee.

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The Company's non-cash assets and properties may be sold in one transaction or in several transactions to one or more buyers. The Company shall not be required ... This Plan of Complete Liquidation and Dissolution (the “Plan”) is intended ... the Certificate of Dissolution with the Secretary of State of the State of Delaware ...If the corporation conducted any business in Delaware, you will need to notify the Delaware Division of Revenue of its dissolution by following these steps. A plan of liquidation and dissolution that can be used for the dissolution of a Delaware corporation wholly owned by a US parent corporation when the ... If pursuing a long-form dissolution, a formal claims process, with at least 60 days notice to potential claimants of the dissolution and deadline to file claims ... A plan of complete liquidation and dissolution for a Delaware corporation voluntarily dissolving and winding up under the safe-harbor procedure under DGCL ... This Plan is intended to accomplish the complete dissolution and liquidation of the Company, in accordance with Section 275 and other applicable provisions of ... Fill out the form to access a sample of Practical Guidance. First Name. Last Name. Business Email. Postal/ZIP Code. Feb 27, 2023 — 3 steps to Delaware LLC dissolution: Members agree to dissolve, winding up LLC affairs, and then filing Certifcate of Cancellation. If you have to close a Delaware LLC or corporation, do it by Dec. 31 and save money by avoiding having to pay an extra year of Franchise Tax.

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Delaware Liquidation Proposal