You need to take your form to an authorized Alberta service provider. You will need to take:. If your information meets requirements, the service provider will enter it into the Corporate Registry computer system. If your corporation is still active in your home province of British Columbia, Manitoba, or Saskatchewan, you may request cancellation of your Alberta registration when your business no longer operates in Alberta. There is no cost. No action is required if your corporation has been cancelled, dissolved or amalgamated in your home province, or if it has continued to a new jurisdiction.
Your home province will notify Alberta Corporate Registry and your out-of-province registration in Alberta will be cancelled. You will have to apply for a new registration in Alberta if your corporation wants to operate within the province but has amalgamated, been restored or revived in your home province, or continued into BC, Manitoba, or Saskatchewan.
There is no automatic re-registration. The members, and investment shareholders when applicable, can vote by a special resolution to dissolve if the cooperative has stopped doing business; or an interested person can apply to the Court for an order to dissolve the cooperative. If the cooperative has assets and liabilities, the members must direct the Board of Directors to settle the debts and distribute the assets.
Filing a Statement of Intent to Dissolve puts the cooperative status into liquidation, if required. An Articles of Dissolution form is required to end every Alberta cooperative, except in the case of a court order.
When liquidation or dissolution occurs by court order, you will need to get a certified-true copy of the court order. Send or drop off the form to the office of the Director of Cooperatives with original signatures. Contact the Corporate Registry in your home jurisdiction for information. Send or drop off the request to the office of the Director of Cooperatives.
Original signatures are not required. The cancellation is not effective until days have lapsed after a notice is printed in a publication that is generally available to the public. Email: [email protected]. Make any final distributions to members or shareholders based on their ownership share or percentage of ownership in the company. State-by-State Dissolution Filing Requirements. Read More. The directors must then dispose of any property and liabilities before applying for a certificate of dissolution.
Starting the dissolution process before the liquidation process : If the corporation will cease carrying on business while it is in the process of liquidation, it can apply for a certificate of intent to dissolve.
Shareholders must authorize the liquidation and dissolution of the corporation by special resolution. The certificate of intent to dissolve serves as public notice that the corporation is no longer carrying on its activities, except to the extent necessary for the liquidation.
When a certificate of intent to dissolve is issued, the corporation must cease to carry on its activities except to the extent needed for the liquidation. It must also: notify creditors of its intent to dissolve give notice of the intent to dissolve in each province in Canada where the corporation is carrying on activities at the time it sends the statement of intent to dissolve to Corporations Canada perform all the acts required for the dissolution; for example, collect the corporation's property, dispose of the property that is not to be distributed in kind to shareholders and discharge all the corporation's obligations distribute the corporation's remaining property among the shareholders according to their respective rights and the provisions of the CBCA.
Once the liquidation process is completed, you can apply for a certificate of dissolution. Reversing a decision to dissolve after a certificate of intent to dissolve is issued A corporation can decide not to dissolve once a Certificate of Intent to dissolve is issued.
Documents to file to dissolve or provide notice to dissolve a corporation To obtain a certificate of dissolution, fill and submit online your articles of dissolution. Bankrupt and insolvent corporations A corporation that is bankrupt, that has a trustee under a proposal, or that has an interim receiver under the Bankruptcy and Insolvency Act BIA cannot voluntarily dissolve. You also need to report shareholder allocations and losses for partners on Schedule K Contact each government office where you applied for a business permit and let them know you are no longer operating.
Make sure to take care of all this paperwork before the end of the year to avoid penalties and to prevent the IRS or Secretary of State from sending you additional bills.
What happens when a corporation or LLC stops doing business? In most jurisdictions, a corporation or LLC must pay taxes, file an annual report, or hold a corporate meeting of some kind at least once per year. If a business ceases to exist, Articles of Dissolution and other required documents must be filed with the state office.
Failure to file appropriate documentation may result in taxes, penalties, and other fees for every day the company continues in existence. How do I dissolve a corporation or LLC? What if my company is not in good standing or owes back taxes?
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