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1. Corporation Identification: Full legal name of the corporation, registration number, and registered office address
2. Meeting Details: Date, time, location of the board meeting, and confirmation of quorum
3. Recitals: Background information explaining why dissolution is being considered and confirmation that it is in the best interests of the corporation
4. Authorization: Reference to relevant provisions of articles of incorporation, bylaws, and applicable law authorizing dissolution
5. Resolution to Dissolve: Formal resolution statement declaring the board's decision to dissolve the corporation
6. Distribution of Assets: Authorization for the disposition of corporate assets and payment of liabilities
7. Filing Authorization: Authorization for officers to file necessary documents with government authorities
8. Certification: Signature section for authorized officer(s) certifying the resolution
1. Appointment of Liquidator: Required if a specific person or firm is appointed to manage the dissolution process
2. Employee Matters: Include when there are employees and employment-related obligations to address
3. Tax Provisions: Special instructions regarding tax filings and clearances if complex tax matters exist
4. Continuation of Insurance: Include when corporation needs to maintain insurance coverage during wind-up period
5. Special Instructions: Any specific instructions for handling particular assets, contracts, or obligations
6. Revocation Provision: Optional clause allowing board to revoke dissolution before it becomes final
1. Schedule A - Asset Distribution Plan: Detailed listing of corporate assets and plan for their disposition
2. Schedule B - List of Liabilities: Comprehensive list of corporate debts and obligations to be settled
3. Schedule C - Shareholder Information: List of shareholders and their respective interests for final distribution
4. Appendix 1 - Corporate Documents: Copies of articles of incorporation, bylaws, and other relevant corporate documents
5. Appendix 2 - Board Meeting Minutes: Minutes of the meeting where dissolution was discussed and approved
6. Appendix 3 - Financial Statements: Current financial statements showing corporation's financial position
Professional Services
Manufacturing
Retail
Technology
Financial Services
Healthcare
Real Estate
Construction
Energy
Transportation
Hospitality
Agriculture
Mining
Entertainment
Education
Legal
Finance
Corporate Governance
Executive Leadership
Board of Directors
Compliance
Tax
Corporate Secretary Office
Risk Management
Treasury
Chief Executive Officer
Board Director
Corporate Secretary
Chief Financial Officer
General Counsel
Legal Director
Corporate Governance Officer
Compliance Officer
Finance Director
Tax Director
Company President
Managing Director
Board Chairman
Vice President of Legal Affairs
Corporate Controller
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