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1. Title and Date: Corporate name and date of resolution
2. Recitals: Background information and reasons for dissolution
3. Resolution Statement: Formal declaration of board's decision to dissolve
4. Dissolution Authorization: Statement authorizing officers to take necessary dissolution actions
5. Filing Authorization: Authorization to file dissolution documents with state authorities
6. Signature Block: Officers' signatures and corporate seal
1. Asset Distribution Plan: Details of how corporate assets will be distributed (include when company has significant assets to distribute)
2. Creditor Notification: Process for notifying and settling with creditors (include when company has outstanding debts)
3. Employee Provisions: Plans for employee termination and benefits (include when company has employees)
1. Schedule A - Asset Inventory: Complete list of company assets and their disposition
2. Schedule B - Creditor List: List of all known creditors and amounts owed
3. Schedule C - Outstanding Contracts: List of contracts requiring termination or assignment
4. Schedule D - Tax Clearance Certificates: Copies of state and federal tax clearance certificates
Board of Directors
Articles of Dissolution
Certificate of Dissolution
Effective Date
Dissolution
Corporate Assets
Winding Up
Corporate Records
Authorized Officer
Articles of Incorporation
Corporate Bylaws
Shareholders
Voting Rights
Distribution of Assets
Creditors
Outstanding Obligations
Tax Clearance
Filing Jurisdiction
Secretary of State
Corporate Seal
Resolution Date
Governing Law
Final Tax Return
Known Claims
Authorization
Asset Distribution
Winding Up
Tax Matters
Notice Requirements
Creditor Claims
Filing Authority
Officer Powers
Record Retention
Employee Termination
Contract Termination
Legal Proceedings
Indemnification
Governing Law
Execution Authority
Corporate Seal
Certification
Final Distribution
Shareholder Rights
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