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When it comes to corporations, LLCs, and other business entities, the focus tends to be on the set up rather than the dissolution of an entity; most available literature relates to the pros and cons of different types of entities and how to create one. However, from a legal perspective the correct termination of an entity can be critical. Whether you have decided to shut your doors and liquidate, or are subject to a judicial dissolution, or your business entity has simply served and completed its purpose, there are myriad considerations to take into account when determining whether, when, and how to dissolve an entity. Every jurisdiction has its own laws and processes for business wind-up, which vary wildly, and an attorney at an Ally Law member firm will be able to help you determine the tax and legal consequences of your proposed dissolution.
In Missouri, U.S., for instance, a voluntary dissolution requires a 2/3 majority shareholder vote, notice to creditors, a filing with the Secretary of State, and state-wide notice. Even then you are not done: you are required to deal with possible creditors’ claims for a specified time period after notice. Depending upon your governing documents, there may be additional requirements. Have your Ally Law member firm attorney review your documents and apply your jurisdiction’s law to assure you comply with all requirements and avoid problems – including litigation – relating to the termination of your business entity.
For more information about our services in this area, contact us at yourally@ally-law.com. For the complete article, click here.
By Alex Hurst of Evans & Dixon, LLC.
