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Old S immediately makes an election to be a qualified subchapter S subsidiary, and so Old S will be disregarded for tax purposes.New S then forms a wholly-owned LLC, which is initially disregarded for tax purposes, and then merges Old S into the new LLC, with new LLC as the survivor of the merger. income tax law means that shareholders own the company and the corporation has a separate tax identity from its shareholders.Owners wishing to close down a C-corp, must follow specific steps for dissolution to ensure all governmental and private requirements are satisfied.Once this is accomplished, the new investors can invest in the business by investing into the new LLC, which will become a tax partnership.

Finish outstanding contracts and orders, if possible.

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Record the vote for dissolution formally in the minutes of the shareholder meeting.

Inform the office of the Secretary of State in your state of the dissolution of your business.

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This ensures that the authorities no longer hold the corporation liable for business taxes.

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