Free template
Dissolution Resolution Template
Formally approve business dissolution and document wind-up authority with this Dissolution Resolution Template.
Downloaded 3446 times
Download template
Dissolution Resolution Template
Entity Name: [Company/LLC Name]
Entity Type: ☐ Corporation ☐ LLC ☐ Nonprofit ☐ Partnership ☐ Other: [Type]
State/Country of Formation: [State/Country]
Principal Address: [Address]
Date of Resolution: [Date]
Method: ☐ Meeting ☐ Written consent
Approving Group: ☐ Board of Directors ☐ Shareholders ☐ Members ☐ Managers ☐ Partners
1. Authority and Adoption
1.1 The Approving Group of [Entity Name] (the “Entity”) adopts this resolution in accordance with the Entity’s governing documents and applicable law.
1.2 Quorum: ☐ Present ☐ Not required (written consent).
1.3 Vote Threshold: ☐ Unanimous ☐ Majority ☐ Supermajority ☐ Other: [Threshold].
2. Resolution to Dissolve
2.1 Resolved, that the Entity is hereby approved to be dissolved.
2.2 Effective Date of Dissolution (Select One):
☐ Immediately upon adoption
☐ On [Effective Date]
☐ Upon filing dissolution documents with the state/registry
3. Authorization to File and Wind Up
3.1 The following person(s) are authorized to prepare, execute, and file all documents necessary to dissolve the Entity with [State/Agency]:
[Name], [Title/Role]
3.2 The authorized person(s) may take all actions reasonably necessary to wind up the Entity, including:
Notifying employees, contractors, customers, and vendors
Providing required notices to creditors and claimants
Collecting accounts receivable and liquidating assets
Paying debts, liabilities, and taxes
Closing bank accounts and canceling permits/licenses
Terminating leases and contracts (as applicable)
Distributing remaining assets to owners according to law and governing documents
3.3 Records Retention (Optional). Entity records will be retained until [Date] by: [Custodian Name].
4. Further Actions
4.1 The officers/members are authorized to sign additional documents and take further actions to carry out this resolution.
Signatures
By signing below, the undersigned certify that this Dissolution Resolution was duly adopted on the date stated above.
Certifying Officer/Secretary (or Authorized Member/Manager): [Name]
Title/Role: [Title]
Date: [Date]
Signature: ___________________________
Approving Signer #1 (Optional): [Name]
Title/Role: [Title]
Date: [Date]
Signature: ___________________________
Approving Signer #2 (Optional): [Name]
Title/Role: [Title]
Date: [Date]
Signature: ___________________________
Flash deal
Flash deal
Today
Today
No time to fill it up? Generate your custom agreement with AI Lawyer in seconds
What’s Included
Legal Research
Legal Research
Legal Research
Contract Drafting
Contract Drafting
Contract Drafting
Document Review
Document Review
Document Review
Risk Analytics
Risk Analytics
Risk Analytics
Citation Verification
Citation Verification
Citation Verification
Easy-to-understand jargon
Easy-to-understand jargon
Easy-to-understand jargon
Details
Learn more about
Dissolution Resolution Template
Click below for detailed info on the template.
For quick answers, scroll below to see the FAQ.
Click below for detailed info on the template.
For quick answers, scroll below to see the FAQ.
DISSOLUTION RESOLUTION TEMPLATE FAQ
What is a dissolution resolution?
A Dissolution Resolution is a formal document showing that the owners or governing body of a business approved dissolving the entity. It records the decision to dissolve and authorizes someone to file dissolution documents, notify stakeholders, pay debts, and complete wind-up tasks.
Who needs to approve dissolution?
It depends on the entity and its governing documents. Corporations often require board approval and shareholder approval. LLCs typically require member approval (or manager approval if allowed). This template includes flexible options for different approving groups.
What steps should be included in a dissolution resolution?
Common steps include: approving dissolution, setting an effective date, authorizing filings with the state, notifying creditors and employees, collecting receivables, paying debts and taxes, selling assets, and distributing remaining assets to owners. This template includes a clear wind-up checklist.
Does this alone dissolve the company?
No. Dissolution typically requires filing articles/certificate of dissolution with the state and completing wind-up steps. This template is the internal approval record; it does not replace required filings or notices.
Should you keep records after dissolution?
Yes. Businesses often keep records for several years for tax, legal, and audit reasons. This template includes an optional records retention line.
What is AI Lawyer?
AI Lawyer is an AI-powered assistant that helps you create and customize legal and business document templates online. It guides you through key sections, suggests wording, and explains complex concepts in simple language. AI Lawyer does not replace a licensed attorney or provide legal advice, but helps you prepare better documents faster and more confidently.
Similar templates
Other templates from
Business Document
Money back guarantee
Free trial
Cancel anytime
AI Lawyer protects
your rights and wallet
Money back guarantee
Free trial
Cancel anytime
AI Lawyer protects
your rights and wallet
Money back guarantee
Free trial
Cancel anytime
AI Lawyer protects
your rights and wallet
Money back guarantee
Free trial
Cancel anytime