Louisiana Affidavit of Dissolution
Definition and meaning
The Louisiana Affidavit of Dissolution is a legal document used by shareholders of a corporation to officially dissolve their company. This affidavit serves as a declaration that the corporation is no longer doing business and has no outstanding debts or claims against it, per Louisiana law R.S. 12:142.1.
Who should use this form
This form should be used by shareholders of a corporation in Louisiana who wish to dissolve their business. It is essential for parties who confirm that the corporation has ceased operations, has no existing debts, and wants to officially terminate its existence as a legal entity.
Key components of the form
The Louisiana Affidavit of Dissolution includes several key components:
- The names of all shareholders involved in the dissolution.
- The incorporation date and name of the corporation.
- A statement confirming that the corporation is not conducting business and has no obligations.
- Signatures of shareholders and a notary public to verify the authenticity of the affidavit.
How to complete a form
To complete the Louisiana Affidavit of Dissolution, follow these steps:
- Enter the current date at the beginning of the form.
- List the names of all shareholders in the designated areas.
- Provide the corporation's official name and the date it was incorporated.
- Affirm that the corporation is not conducting business and has no outstanding debts.
- All shareholders must sign the affidavit in the presence of a notary public.
Legal use and context
The Louisiana Affidavit of Dissolution is legally valid when executed according to Louisiana's statutory requirements. It is crucial for shareholders to ensure that the corporation has not engaged in business activities and has settled all obligations before filing this affidavit to avoid any personal liability for debts.
Common mistakes to avoid when using this form
When using the Louisiana Affidavit of Dissolution, avoid the following common mistakes:
- Failing to ensure that all shareholders have signed the document.
- Not providing the correct incorporation date or corporation name.
- Filing the affidavit while the corporation is still conducting business.
- Neglecting to have the document notarized, which invalidates the affidavit.
Form popularity
FAQ
Just as you filed paperwork with the state to form your LLC, you must file articles of dissolution or a similar document to dissolve the LLC. These papers are filed with the same state agency that handed your original LLC formationusually the secretary of state.
File Affidavit to Dissolve with the state To close your LLC in Louisiana, you have to submit by mail or in person a notarized Affidavit to Dissolve Limited Liability Company along with the filing fee. Alternatively, your company may also file online through the website of the Secretary of State.
You must file Form 966, Corporate Dissolution or Liquidation, if you adopt a resolution or plan to dissolve the corporation or liquidate any of its stock.
During the winding-up phase, LLC members may not be entitled to receive any LLC property and the property would remain in the LLC's possession. Wrongfully transferring property to a member without first ensuring the creditors have been paid and other obligations met may create legal trouble for the business.
In Louisiana, you must file an Affadavit to Dissolve Limited Liability Company with the Secretary of State. The state will then send you a Certificate of Dissolution. Louisiana requires business owners to submit their Certificate of Dissolution by mail, fax, in person, or online.
File Articles of Dissolution with the state. Visit an online legal document creation service such as Legal Docs.com or Legal Zoom.com and write the LLC's Articles of Dissolution. These documents are necessary to legally separate each LLC member from the entity.
A corporation can choose to dissolve by two different methods: by filing a notarized affidavit of dissolution with the Louisiana Secretary of State, or by filing an application to dissolve, referred to as a long form dissolution.