Steps to Dissolve Your New York Business

• File a final business tax return(s) appropriate to your type of business and pay all outstanding taxes and fees;
• File a final Form NYS-45, Quarterly Combined Withholding, Wage Reporting and Unemloyment Insurance Return, if you had employees and have ceased paying wages;
• File a final sales tax return if you are registered for sales tax purposes and mail us your Certificate of Authority;
• If you plan to sell or transfer the assets of your business, give each prospective buyer a copy of Form TP-153, Notice to Prospective Purchasers of a Business or Business Assets;
• If you have a Certificate of Registration or any other license or certificate, surrender these documents;
• Corporations: Once you have filed all outstanding returns (including your final return) and paid all taxes, the department will issue its consent to allow voluntarily dissolution of your New York corporation, or surrendering your authoirity to do business in New York (if you are an out-of-state corporation registered with NYS department of State). The New York City Department of Finance has seperate consent requirements for any corporation that has done business or incurred City tax liability. See the Request for Dissolution form. New York corporations must use the TR-125, Voluntary Dissolution of a New York Corporation form. Out-of-state corporations must use TR-199, Surrender of Authority - Foreign corporations;
• If your business owns or leases real property, you should determine if you owe real estate transfer tax. See Form TP-584, New York State Combined Real Estate Transfer Tax Return and Credit Line Mortgage Certificate; and
• Finally, go to the IRS closing a business checklist and be sure that you take the necessary steps listed.

LEARN MORE
To learn more about a proven course of action and plan to protect and defend your interests as a New York or New Jersey partner, shareholder or member, contact Partnership and Shareholder Lawyer, Charles N. Internicola, Esq. at
800. 976. 4904

THE PARTNERSHIP DISPUTE GUIDE
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“The New York and New Jersey Partnership Dispute Guide”

ADDITIONAL ARTICLES
By New York and New Jersey Partnership and Shareholder Lawyer
Charles N. Internicola, Esq.

• Fiduciary Duties and Obligations Between Partners and Shareholders
• The Tactical Role of Dissolution when Faced with a Shareholder Dispute
• Dissolution when Faced with Shareholder and Director Deadlock
• Grounds for Dissolution by a Fifty Percent Shareholder
• Grounds for Dissolution by a Minority Shareholder
• Dissolution of your New York Corporation: Procedural Requirements that must be Followed
• Minority Shareholder Rights: Dissolution Remedy when Faced with Oppression

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