Form with which a corporation may resolve to alter its organization structure from a subchapter (s) corporation to another corporate form.
Michigan Terminate S Corporation Status - Resolution Form - Corporate Resolutions
State:
Multi-State
Control #:
US-0054-CR
Format:
Word;
Rich Text
Instant download
Description
How to fill out Terminate S Corporation Status - Resolution Form - Corporate Resolutions?
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FAQ
A resolution can be made by a corporation's board of directors, shareholders on behalf of a corporation, a non-profit board of directors, or a government entity.
In fact, all states require C-corporations and S-corporations to issue corporate resolutions to document important board of director decisions. Resolutions are required even if you're the sole shareholder of your corporation and the only member of the board.
For an S corporation you must:File Form 1120-S, U.S. Income Tax Return for an S Corporation for the year you close the business.Report capital gains and losses on Schedule D (Form 1120-S).Check the "final return" box on Schedule K-1, Shareholder's Share of Income, Deductions, Credits, Etc.
To revoke S corp status, the company must send a letter to the IRS requesting the revocation. The letter must be signed by all shareholders who agreed to it. According to the IRS, the letter should state that the corporation revokes the election made under Section 1362(a).
Dealing with Creditors After the resolution to dissolve your S corporation has been approved, you must cease all business operations. The exception is creditor notification of the upcoming distribution. You must also pay your creditors, then distribute assets that remain to shareholders if applicable.
Submit a resolution for the buyout of the shareholder for presentation to either the board of directors or at the next shareholder's meeting, depending on your shareholder agreement. The resolution need not be formatted in any specific manner; it just has to make the request for the buyout and be signed by you.
A corporate resolution is the legal document that provides the rules and framework as to how the board can act under various circumstances. Corporate resolutions provide a paper trail of the decisions made by the board and the executive management team.
Examples of Actions that Need Corporate ResolutionsApproval of new board members and officers.Acceptance of the corporate bylaws.Creation of a corporate bank account.Designating which board members and officers can access the bank account.Documentation of a shareholder decision.Approval of hiring or firing employees.More items...
To dissolve an LLC in Michigan, simply follow these three steps: Follow the Operating Agreement. Close Your Business Tax Accounts....Step 1: Follow Your Michigan LLC Operating Agreement.Step 2: Close Your Business Tax Accounts.Step 3: File Articles of Dissolution.
Less...Hold a Board of Directors meeting and record a resolution to Dissolve the Michigan Corporation.Hold a Shareholder meeting to approve Dissolution of the Michigan Corporation.File all required Annual Reports with the Michigan Secretary of State.File all required tax returns with the Michigan Department of Treasury.More items...
