Articles of Dissolution in Florida
Articles of dissolution formally terminate a Florida corporation's legal existence. Filing these articles with the Division of Corporations is the final step in the voluntary dissolution process, following the wind-up of all corporate affairs.
Pre-Filing Requirements
Before filing, the Florida corporation must complete its wind-up activities: cease business operations, liquidate assets, pay all known debts and tax obligations, distribute remaining assets to shareholders, provide notice to known creditors under Section 607.1406, and publish notice to unknown creditors. The board of directors recommends dissolution and the shareholders must approve it by the required vote.
Filing and Effect
Articles of dissolution are filed with the Division of Corporations through Sunbiz.org with a filing fee. Upon filing, the corporation ceases to exist as a legal entity, though it may continue to exist for purposes of winding up claims and distributing assets. The dissolved corporation's name becomes available for use by other entities after dissolution.
Related Terms
- Articles of Incorporation
- Administrative Dissolution
- Corporate Formalities
Barnes Walker Business Law
Barnes Walker guides Florida businesses through the dissolution process. Contact us for entity wind-down assistance.
Florida Law Reference
Fla. Stat. Ch. 61
Governs dissolution of marriage proceedings in Florida, including equitable distribution of marital assets, alimony, and parental responsibility.
Reviewed by the attorneys at Barnes Walker, Goethe, Shea & Robinson, PLLC