What is the process for dissolution of a corporation?

Dissolving a corporation in Florida requires careful planning and compliance with legal requirements. Generally, this process involves the filing of articles of dissolution with the Florida Division of Corporations and winding up all the affairs of the corporation. The articles of dissolution must be in the form prescribed by the Florida Division of Corporations and signed by a majority of the directors of the corporation. After execution and filing, the corporation will cease to exist. Before filing these documents, the corporation must pay all its liabilities and distribute the remaining assets among the shareholders. The corporation must also hold a shareholders’ meeting to approve the dissolution. In this meeting, the shareholders must approve the plan of dissolution and authorize the filing of the articles of dissolution. Once the plan is approved, the directors must begin winding up the affair of the corporation, which includes collecting all the debts owed to the corporation as well as settling all claims against the corporation. The directors must also file a final annual report with the Florida Division of Corporations. This report must include the remaining assets of the corporation and a statement that the affairs of the corporation have been wound up. Once the dissolution process is complete, the corporation will cease to exist as a legal entity.

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