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Delaware Company Dissolution

Delaware Company Dissolution

If you no longer require your Delaware Corporation and wish to have it struck off the company register, we can assist you with a Delaware Company Dissolution. We draft your dissolution paperwork and take care of officially dissolving your Delaware company.

Delaware Company Dissolution fees
Delaware Dissolution fee£540
Company Search£60
Due Diligence – Directors and Shareholders£120
Expedited State Dissolution fee$304
Business Entity Tax filing$360
Certificate of Dissolution$200

Delaware Dissolution Process

Dissolving a Corporation in Delaware involves several steps to ensure compliance with state regulations.

  • Approval by Shareholders: Depending on the corporation’s bylaws and state laws, shareholders may need to vote and agree on the dissolution.
  • Notify Creditors: The corporation must notify its creditors of the impending dissolution and settle any outstanding debts or obligations.
  • File Certificate of Dissolution: The next step is we file a Certificate of Dissolution with the Delaware Division of Corporations. This document formally notifies the state of the corporation’s intention to dissolve.
  • Tax Clearance: Delaware requires corporations to obtain tax clearance from the Delaware Division of Revenue before they can dissolve. This involves filing final tax returns and paying any outstanding taxes.
  • Notify Other Agencies: Depending on the nature of the business and its activities, the corporation may need to notify other agencies, such as the IRS, the Department of Labor or regulatory bodies.
  • Distribution of Assets: After settling debts and liabilities, the remaining assets of the corporation should be distributed to shareholders.
  • Close Bank Accounts and Cancel Business Contracts: Close any remaining bank accounts in the corporation’s name and cancel any ongoing business contracts.

It’s crucial to follow all necessary steps and requirements for dissolution to avoid any legal or financial consequences.

Please note: In order to qualify for a short form dissolution, the corporation must have zero assets and have always paid the minimum state tax & annual report fees (ex: $225 or $450) Please be aware additional filings or taxes may be required by the state to be able to complete this filing. 

Tax Clearance

Prior to filing a Certificate of Dissolution, Delaware mandates obtaining tax clearance from the Delaware State Department of Taxation to confirm that your corporation has no outstanding taxes or unfiled returns.

To secure this clearance we will submit a final corporate tax return. When the Department of Taxation confirms that all required returns have been filed and all taxes have been paid, they will provide written consent for the dissolution process to proceed.

Certificate of Dissolution

Following the dissolution of your corporation, it is imperative to submit a Certificate of Dissolution to the Division of State. This certificate should include the following details:

  • The name of your corporation
  • The date when the certificate of incorporation was filed with the Department of State
  • The names and addresses of each corporation officer and director
  • A declaration indicating the corporation’s decision to dissolve.
  • An explanation of the method through which the dissolution was authorised.

To start the process, we require copies of the company documents, please upload: Company Documents if you don’t have them, we may be able to get them from the registry.

We will then inspect the company file at the Delaware Division of Corporations.