What is the procedure for dissolving a corporation in California?

The procedure for dissolving a corporation in California involves several important steps. First, the board of directors must adopt a resolution to dissolve the corporation. This resolution typically requires a majority vote of the board members. Once the resolution is adopted, the next step is to obtain the approval of the shareholders. The shareholders must be notified and a meeting must be held to vote on the dissolution. Approval generally requires a two-thirds majority of the voting shares. After the corporation has received the necessary approvals, the next step involves filing the appropriate paperwork with the California Secretary of State. This includes the Articles of Dissolution, which document the decision to dissolve the corporation. The Articles of Dissolution must be properly completed and signed, and then submitted along with any required filing fees. It is also essential to take care of any outstanding obligations, such as debts and taxes, before finalizing the dissolution. Once the dissolution is filed, the corporation must also notify the Internal Revenue Service and other relevant state agencies of its dissolution to ensure all legal obligations are fulfilled. Finally, it is advisable to review the corporation's bylaws and any specific requirements that may pertain to the dissolution process. For the most accurate and up-to-date information, visiting the California Secretary of State's official website is highly recommended, as it provides detailed guidance and resources specific to this procedure.