Legal Question in Business Law in Georgia

dissolving a S-Corp in GA?

I registered an S-corp in GA, back in 1997, and never conducted any business with it. I was very young at the time and didn't understand what I was doing... (no excuse) It occured to me now (years later) that I might not have dissolved the s-corp. How do I go about dissolving this corp, and if I never recieved any income and never filed any taxes, are there any penalties? Thanks


Asked on 10/22/08, 5:19 pm

2 Answers from Attorneys

Glenn M. Lyon, Esq. MacGREGOR LYON, LLC, Business Attorneys

Re: dissolving a S-Corp in GA?

If the company hasn't issued shares or conducted any business, you can handle it the somewhat easier way, but you will still have to draft and file Articles of Dissolution with the Secretary of State and publish your intent to so dissolve in the public organ of the county where the company is located. And all annual registrations need to be paid through this year.

If you would like to discuss any issues further, please feel free to contact my office. My contact information is below. Thank you.

The foregoing is general information only, not specific legal advice. No attorney/client relation has been created or should be implied.

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Answered on 10/22/08, 5:26 pm
David Blazek The Law Office of David K. Blazek

Re: dissolving a S-Corp in GA?

If you haven't done anything with it (i.e., if you have not kept up the annual registration - by paying the annual fee - to the GA Secretary of State) it has most certainly been administratively dissolved already. You can go the the GA Secretary of State's website, find the corporations division, and then inquire by searching for the name of the corporation or by the names of the officer(s). On the other hand if you have maintained the annual registrations and it is simply a current, registered but effectively dormant corporation, you can file to dissolve - for that also see the Sec. of State site for fees and procedures.

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Answered on 10/22/08, 5:28 pm


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