Legal Question in Administrative Law in California

Re: Corporation dissolution

Basic information on dissolving corporations is found on the California Secretary of State's Web site at www.ss.ca.gov.

Dissolving a corporation requires not only preparing and filing the proper forms to terminate its existence, which may include tax clearances from the Franchise Tax Board and a resolution of the corporation's board of directors, but also proper wind-up of its affairs including reducing the remaining assets to cash and applying the cash to its debts before any money or property is distributed to insiders such as officers, directors and stockholders, who can be personally liable if they receive so-called preferences.

Most if not all of the paperwork to be filed to terminate corporate existence is filed with the Secretary of State, but don't forget final tax returns to be filed with the IRS and FTB.