Dissolving an S corp after Ch7 discharge

[wrinkleigh]

I know that there are some fellow business filers on here, so I am hoping you can help me out.

We were discharged and closed in April. Now we need to take the final step in formally dissolving our S Corp.

I have looked up the Sec of State page for Georgia, and got the forms, but you do have to certify that you either 1) have no outstanding debts or 2) satisfactory provisions have been made to repay debts. Well -- we dont exactly fit in either category.

I also read something about an administrative dissolution -- where if you dont refile every year, you are automatically dissolved.

When we filed our federal income taxes, there was a box that they checked saying this would be our last filing. Also, we have notified the GA Dept of Revenue (sales tax) that we were no longer in business.

What should I be doing to officially dissolve. Should I just do nothing????? What consequences am I facing if I do nothing?

Can anyone help me out here. I am going to call the lawyer and get his advice also, but yours if FREE.

Thanks in advance for your always welcome opinions!

[HHM]

From a technical stand point, you don't need to do anything...you will go into default status (or whatever they call it) with the Georgia Secretary of State.

The real issue is what you hope to accomplish by doing so. Once the corp is dissolved, any assets in the corp become responsible for any existing debt, and the shareholders become liable for debt insofar as they took any assets of the company.

[wrinkleigh]

There were no assets, and my husband is the only shareholder.

Thats why we filed ch7.

[petrified]

Wrinkleigh,

You have done all you need to do. Corporation will become "defunct" after you haven't filed with SEC for a while. You have no assets, corp has no assets - so you are done. I am in same situation....

P

[HHM]

Wrinkleigh,

You have done all you need to do. Corporation will become "defunct" after you haven't filed with SEC for a while. You have no assets, corp has no assets - so you are done. I am in same situation....

P

That about sums it up.