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How to Dissolve a Connecticut Corporation

How do you dissolve a Connecticut Corporation?

To dissolve a Connecticut corporation, you just need to file a Certificate of Dissolution with the Connecticut Secretary of the State, Commercial Recording Division (SOTS). Connecticut has forms available for use but you can draft your own articles of dissolution as long as they contain the required information. Type or print on the form in ink. You do not need original signatures.

You can submit your certificate by mail, fax, or in person. If you fax your documents, include a Fax Filing Service Request cover sheet with your Visa or MasterCard information. You can submit documents in person between 8:30 and 4:00. Connecticut SOTS accepts Visa, MasterCard, check or cash. Checks for fees should be payable to “Secretary of the State.”

Submit dissolution documents by mail, fax, or in person to:

Commercial Recording Division
Connecticut Secretary of the State
Mailing address: P.O. Box 150470 Hartford, CT 06115-0470
Delivery address: 30 Trinity Street Hartford CT 06106
Phone: (860) 509-6003 Fax: (860) 509-6069

Connecticut Corporation Dissolution FAQ

Is there a filing fee to dissolve or cancel a Connecticut Corporation?

The filing fee to dissolve a Connecticut corporation is $50. Expedited processing is available for an additional $50 fee.

Your Connecticut registered agent may be able to help with the dissolution process.

Do you need a Department of Revenue clearance before the Connecticut Secretary of the State will accept your dissolution?

No. You don’t need tax clearance to dissolve your Connecticut corporation. But you do need to close your corporations Department of Revenue Services (DRS) business tax account after you dissolve. Send a copy of the dissolution papers or a letter with the date of dissolution and the corporate name, CT tax registration number, your name and title, and your phone number. Submit the dissolution or letter to:

Registration Maintenance Unit
Department of Revenue Services
P.O. Box 2937
Hartford, CT 06104-2937
860-297-5962

Contact the DRS to find out about your corporations final tax return requirements.

How long does it take the state to process the filing in Connecticut?

Normal processing takes Connecticut SOTS 3-5 business days and documents are mailed to the submitter after processing. Dropped off documents are processed normally unless you pay to have them expedited.

Expedited processing is completed within 24 hours of receipt. Expedited documents are mailed the next   business day if they are not picked up by 4:00. If you want to expedite processing include an Expedited Service Request form when you file.

Once I file a Certificate of Dissolution with Connecticut Secretary of the State, can I revoke it?

Yes, you can file a Certificate of Revocation of Dissolution with SOTS within 120 days following the effective date of the dissolution. There is a $50 filing fee to revoke dissolution.

How long before someone can take your business name?

There is no name protection for dissolved or administratively dissolved (forfeited) Connecticut corporations. Someone else could use your name right away after you dissolve a business.

What is the penalty if you just don’t file your annual reports?

If you don’t file your Connecticut annual report, you will lose your good standing with SOTS. There is no monetary penalty for failing to file the report. You can restore your corporations good standing by just filing the late report.

Connecticut Secretary of the State – Forms

Connecticut Department of Revenue

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