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How to Dissolve a Vermont Corporation

How do you dissolve a Vermont Corporation?

To dissolve your Vermont Corporation, file Articles of Dissolution, in duplicate, with the Vermont Secretary of State, Corporations Division (SOS). You do not have to use the Vermont SOS forms. You may draft your own corporate articles of dissolution. Submit the dissolution form, filing fee and a self addressed envelope by mail or in person. The Vermont SOS requires original signatures so you cannot submit documents by fax or online.

The Vermont SOS does not take cash or credit cards. Include a check payable to Vermont Secretary of State with your articles of dissolution.

Office of the Secretary of State
Corporations Division
128 State Street
Montpelier, VT 05609-1104
Phone: (802) 828-2386
M-F, 7:45-4:30

Vermont Corporation Dissolution FAQ

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

There is a $20 filing fee to dissolve your Vermont Corporation.

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

No. You do not need to get Vermont Department of Taxes clearance before you can dissolve a corporation or LLC with the SOS.

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

Most corporate dissolutions are processed in 3-5 days. The timeframe is the same whether you mail or walk-in your documents.
The Vermont SOS is busiest between January and April so processing may take longer during that time.

Can you revoke your corporations dissolution?

Yes. You can revoke your Vermont corporations dissolution by filing a Revocation of Dissolution within 120 days after the effective date of dissolution. There is a $20 filing fee to revoke the dissolution.

How long before someone can take your business name?

There is no protection of your corporate name after the effective date of dissolution.

The name of an involuntarily terminated Vermont corporation becomes available for use five years after the termination.

What is the penalty if you do not dissolve properly and just don’t file your annual reports?

Vermont corporations are required to file an annual report at the end of each fiscal year. The corporations fiscal year end is designated in the corporations Articles of Incorporation. The annual report must be filed within 2 ½ months after the end of the corporations fiscal year, so if your fiscal year ends in December, you would file the report between January 1 and March 15. If your corporation does not file a Vermont annual report within that 2 ½ month timeframe, the Vermont SOS will send out a notice that they have involuntarily terminated your corporation.

What are the late fees and penalties to re-register if your registration is forfeited?

To reinstate a Vermont corporation that has been involuntarily terminated, you will have to pay the SOS the $35 annual report fee for each report you missed, plus an additional $25 reinstatement fee, for each report you missed. Essentially, if you have only missed one report, you just have to file the report and pay $60 to continue your Vermont corporation.

Vermont Secretary of State – Forms:

http://www.sec.state.vt.us/corps/forms.htm#

If you’d like help establishing another company, you may find our incorporation filing service and Vermont registered agent service helpful.  We provide all the forms and filing instructions you may need in your online account, or you can just hire us to do the filing for you.

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