Corporations created under the laws of the State of Minnesota are entities created by statute. As a result, it only makes sense that we must look to statute for the process to end a corporation’s existence. Called “dissolution,” Minnesota statutes provide three basic alternative processes for the shareholders of a corporation to wind up and terminate the business interests and terminate a corporation. The difference in the three options concerns either the level of notice to be provided to claimants against the corporation and to the formality of oversight required of the process, often determined by the nature of the relationship between the corporation’s shareholders. Done improperly, shareholders attempting to dissolve their corporation may find they have wandered into an unknown minefield where every step takes them deeper into danger. Done correctly, a proper dissolution of a corporation continues the liability shield to the shareholders, resolves any claims of creditors of the corporation, and provides for an orderly distribution of remaining corporate assets to shareholders.
This information is general in nature and should not be construed as tax or legal advice.