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TexLaw, Attorney
Category: Business Law
Satisfied Customers: 4430
Experience:  Internationational Commercial Attorney
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Id like to dissolve a DE-based c-corp that I formed a couple

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I'd like to dissolve a DE-based c-corp that I formed a couple years ago, I was the only member of the company.

What are the steps I need to take to make sure this is completely taken care of, while keeping the only assest (a website) for myself?

For the two years in existence I submitted tax returns, but the business never generated any revenue. With the previous return I selected something along the lines of "final tax return" due to corporation dissolution. Is there anything else I have to do here?

Thank You
Are there any outstanding debts owed by the corporation?
Customer: replied 4 years ago.

No debts, I paid for everything myself.

Thanks for your response.

As there are no outstanding debts, then this should be a simple procedure.

What first must be done is to have the website transferred to your name through an Asset Transfer Agreement. This would be a simple agreement stating "Company transfers full ownership of website to John Doe in exchange for John Doe's agreement to agree to dissolution of the Company." Then you would sign this on behalf of the company and on behalf of yourself individually. This step really is a formality only and can simply be done away with if there is no issue regarding ownership that may come up (i.e., there is no third party which might require this kind of paperwork in connection with the website).

Next, you would file the following document:

This would dissolve your corporation.

Please let me know if you have any further questions. Please also kindly consider rating my answer positively so that I am compensated by the website for my work on your question. Rating positively does not cause an additional charge and does not prevent us from further discussing your questions.

Best Regards,

Customer: replied 4 years ago.

Thank you, XXXXX XXXXX cost to dissolve only $10 with that form?


Also, do I have to file IRS Form 966 as well?

Yes. It is only a $10 fee in DE.

Also, yes, you will have to file Form 966 as well.

Have you claimed a valuation on the website as a corporate asset in previous years?
Customer: replied 4 years ago.

Never claimed a valuation, does that affect this process? How would I even going about doing so?


The asset transfer agreement seems like a good thing to have in place, do you have a sample / template?

It would be a good thing that there is no valuation. You want to claim that the asset has no value, and thus you will not owe any taxes on it.

In regard to the asset transfer agreement, I do not have a form, but something like the following will work just fine:
TexLaw and 2 other Business Law Specialists are ready to help you
Customer: replied 4 years ago.

One last question, should the asset transfer agreement be notarized or filed with the state of DE?

Sorry for the delay. I lost my internet connection.

The agreement does not need to be notarized or filed with the state.
Customer: replied 4 years ago.

thank you

Please let me know if you need anything further.

Good Luck,