What is the process for winding up a company voluntarily?

When a company in Virginia wants to wind up voluntarily, they must go through a process known as “voluntary winding up.” This process is regulated by the Virginia State Corporation Commission (SCC). The first step is for the company to pass a resolution to begin winding up. The directors of the company must sign the resolution, along with any shareholders that own more than 20% of the company’s stock. This resolution must then be filed with the SCC. Next, the company must publish a notice in a newspaper of general circulation in the city or county where the company is registered. This notice must include the name and address of the company, the names of all directors, the names of all shareholders that own more than 20% of the company’s stock, and the name and address of the registered agent for the company. Once the notice is published, the company must file a copy of the publication with the SCC, along with a statement of intent to wind up the company. The company must also file a sworn affidavit of compliance at least 15 days before dissolution. The final step is for the company to file a certificate of dissolution with the SCC. This will officially dissolve the company. After completing the winding up process, the company should not conduct any business. Instead, the company should simply wind down its operations. This includes collecting any outstanding debts, paying creditors and distributing any remaining assets to the shareholders. Once this is done, the company will be officially dissolved.

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