Louisiana Affidavit of Dissolution
Understanding this form
The Affidavit of Dissolution is a legal document used to dissolve a corporation in accordance with Louisiana law, specifically La. R.S. 12:142.1. This affidavit allows shareholders to officially end the corporation's existence, provided that the corporation is not currently conducting any business and has no outstanding obligations. Unlike other dissolution methods, using an affidavit keeps shareholders personally liable for any debts or claims that may arise after dissolution.
Form components explained
- Identification of shareholders and corporation name.
- Statement asserting that the corporation is not doing business and has no obligations.
- Request for the Secretary of State to issue a certificate of dissolution.
- Signatures of all shareholders along with a notary public.
When to use this form
This form should be used when all shareholders agree to dissolve the corporation. It is appropriate in situations where the corporation has ceased operations, has no debts, and the shareholders wish to legally terminate the entity without further obligations or liabilities. Utilizing the affidavit of dissolution streamlines the process of closing a corporation in Louisiana.
Who this form is for
- Shareholders of a corporation wishing to dissolve the entity.
- Business owners in Louisiana whose corporation is no longer active.
- Individuals managing a corporation that has no outstanding debts or claims.
Steps to complete this form
- Identify all shareholders of the corporation.
- Enter the name of the corporation and the incorporation date.
- Confirm that the corporation is not conducting any business and has no obligations.
- Each shareholder must sign the affidavit in the presence of a notary public.
- Submit the signed affidavit to the Secretary of State to request a certificate of dissolution.
Is notarization required?
This document requires notarization to meet legal standards. US Legal Forms provides secure online notarization powered by Notarize, allowing you to complete the process through a verified video call, available 24/7.
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Make edits, fill in missing information, and update formatting in US Legal Forms—just like you would in MS Word.
Download a copy, print it, send it by email, or mail it via USPS—whatever works best for your next step.
Sign and collect signatures with our SignNow integration. Send to multiple recipients, set reminders, and more. Go Premium to unlock E-Sign.
If this form requires notarization, complete it online through a secure video call—no need to meet a notary in person or wait for an appointment.
We protect your documents and personal data by following strict security and privacy standards.
Common mistakes
- Not having all shareholders sign the affidavit.
- Failing to ensure the corporation is inactive before filing.
- Omitting details such as the corporation name or incorporation date.
Advantages of online completion
- Convenient access to legally vetted templates.
- Easy editing options to fit specific needs.
- Instant downloads allows quick completion and submission.
What to keep in mind
- The Affidavit of Dissolution allows shareholders to dissolve a corporation under Louisiana law.
- It is crucial that the corporation is not active and has no debts before using this form.
- All shareholders must sign the affidavit, and it must be notarized for validity.
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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.
