Introducing Referent – AI-native practice management software for modern law firms.
Explore ReferentEntity 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
1.1 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].
2.1 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
3.1 The following person(s) are authorized to prepare, execute, and file all documents necessary to dissolve the Entity with [State/Agency]:
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
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].
4.1 The officers/members are authorized to sign additional documents and take further actions to carry out this resolution.
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: ___________________________
Each template already follows legal structure and best practices.
The agreement is automatically filled and adapted to your inputs.
Check the generated document, make edits if needed, and download a ready-to-use agreement.
Click below for detailed info on the template.
For quick answers, scroll below to see the FAQ.
Frequently asked
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.
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.
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.
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.
Yes. Businesses often keep records for several years for tax, legal, and audit reasons. This template includes an optional records retention line.
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.
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