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Agency: Licensing and Regulatory Affairs

Various methods may be used to dissolve a corporation. The five most common methods include:

  1. By action of the incorporators or directors
  2. By action of the board and shareholders
  3. By action of a shareholder
  4. By expiration of term
  5. By not filing annual reports for two years

The dissolution of a corporation by action of the board or shareholders requires the filing of a Certificate of Dissolution.  A tax clearance must be requested from the Michigan Department of Treasury within 60 days of the filing the dissolution.  Nonprofit charitable purpose corporations must obtain a letter of consent to the dissolution from the Michigan Attorney General before the dissolution can be filed.  The dissolution of a corporation is a complex process and an attorney should be consulted.