Georgia Resolution of Directors to Dissolve Corporation with Submission of Proposition to Stockholders

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US-1340841BG
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The right of a majority of shareholders to voluntarily terminate corporate existence is not absolute.
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FAQ

A shareholder resolution to dissolve corporation agreement is an authorization used when shareholders, during a formal meeting, agree to dissolve the corporation.

6 Steps to Dissolve a Corporation #1 ? Seek Approval from the Board of Directors and Shareholders. First, hold a meeting with the board of directors. ... #2 ? File Articles of Dissolution. ... #3 ? Finalize Taxes. ... #4 ? Notify Creditors. ... #5 ? Liquidate and Distribute Assets. ... #6 ? Wrap Up Operations.

A corporation that has issued shares and commenced business may dissolve by filing a Notice of Intent to Dissolve pursuant to O.C.G.A. 14-2-1403 and Articles of Dissolution pursuant to O.C.G.A. 14-2-1408. Form CD 410 and CD 412 may be used for this purpose.

After dissolution, a corporation is generally expected to pay all its existing debts and then liquidate its remaining assets to its shareholders. This sometimes becomes difficult, however, where there are unknown claims that may exist against the corporation.

The first step to closing up shop is receiving shareholder approval to formally close the corporation. The board of directors should adopt a resolution to dissolve the corporation and receive approval for the action.

After dissolution, the company ceases to legally exist. The dissolving of a company is often a voluntary process; however Companies House can dissolve companies that have not kept up with their accounting responsibilities such as filing accounts and tax returns.

A Standard Document to provide resolutions in writing of shareholders to dissolve the corporation under the Ontario Business Corporations Act (OBCA) without holding a meeting.

The directors must formally agree to close down the company, either by passing a resolution at a board meeting or by written board resolution. You can then complete and file Companies House Form DS01.

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Georgia Resolution of Directors to Dissolve Corporation with Submission of Proposition to Stockholders