Forms for liquidating an s corporation
You must file a Department of the Treasury (“DOT”) Form A-5088-TC (Application for Tax Clearance Certificate) with the DOT’s Division of Taxation. You can download a copy of the form from the DOT website.A copy of the form will also be made available to you if you use the state’s online business filings system, although you must still print out the form and mail it in.Also, as mentioned above, you must include your request for tax clearance certificate (DOT Form A-5088-TC) and your estimated final tax return (DOT Form A-5052-TC).
(If there are several voting groups, the majority-vote rule applies to each voting group.) Some corporations organized prior to the effective date of the current BCA (January 1, 1969) may be subject to a rule requiring a two-thirds majority vote rather than a simple majority.For some corporations, a time comes when the people who own and run things voluntarily decide to close the business.If you’ve reached that point with your New Jersey corporation, you’ll need to take care of multiple tasks—including what is called your business.Be aware that it can take several months for a corporation to receive a tax clearance certificate from the DOT.
You must also include a final estimated tax return with your certificate of dissolution.Also, while there are streamlined procedures for dissolving corporations that have not yet issued stock, have not started doing business, and have no debts, as well as special procedures for dissolving corporations with no assets, none of those procedures are covered in this article.New Jersey’s Business Corporation Act (“BCA”) provides for three main methods for shareholders to voluntarily dissolve a corporation: Under the first method, your board of directors must adopt a resolution to dissolve and submit it to the shareholders.More specifically, if all shareholders otherwise entitled to vote on dissolution sign the appropriate certificate of dissolution, no meeting of shareholders is necessary.