Dissolution Action Lawyers in Atlanta, Marietta, Smyrna, Woodstock, Kennesaw, Cobb & Sandy Springs 678-882-0830

Once a corporation has been formed, it continues to operate until it is legally dissolved.

The corporate dissolution process can be complex and time-consuming. In fact, the Corporations Division of the Georgia Secretary of State “strongly recommends that filers obtain professional legal, tax and/or business advice to assure the filer’s goals and intentions are met, that requirements of the law are satisfied and that the shareholders, officers, and directors are protected even after the dissolution.”

Our experienced corporate attorneys can help you and your corporation through the dissolution process to make sure it is accomplished correctly and efficiently.

Dissolution of a Corporation That Has Not Commenced Business

If a Georgia corporation has not issued shares or has not commenced business, dissolution may be accomplished by filing Articles of Dissolution with the Georgia Secretary of State. A majority of the shareholders (if shares have been issued) or the initial directors must approve the dissolution. The “winding up” process will also need to involve paying any outstanding debts of the corporation and distributing corporate assets after the corporation is dissolved.

Dissolution of Active Corporation

When shares have been issued and a corporation is actively conducting business, the dissolution process is more complex. Shareholders must first approve the decision to dissolve. The process begins with filing a Notice of Intent to Dissolve, which must be published to give potential claimants an opportunity to come forward. Once all debts are satisfied and remaining assets are distributed to the shareholders, the corporation may file its Articles of Dissolution to formally close. Working with an experienced business attorney ensures each step is handled correctly, deadlines are met, and the process is completed as efficiently as possible.

Judicial Dissolution

Dissolution of a corporation can also happen involuntarily. This can occur when the Superior Court orders it in a case brought by the Attorney General or by a shareholder. A shareholder will often seek an involuntary dissolution when there is serious tension or disagreement among shareholders about how the business is being run. It is best to avoid judicial dissolution whenever possible. Not only will the corporation have to pay the usual fees and costs of dissolving, but the value of assets distributed to shareholders will likely be reduced because those assets may be sold through a court-ordered auction. An experienced attorney can help resolve shareholder disputes before they reach this point, guide negotiations, and protect the business from the financial and operational harm that comes with court-ordered dissolution.

Our Aim

Our goal is to guide your corporation through the dissolution process and help you avoid costly mistakes that can waste both time and money. Because corporate dissolution can be complex, it is in your best interest to have an experienced corporate attorney by your side. The right attorney can navigate the legal requirements, protect your interests, and make sure the process is handled efficiently from start to finish.

Have a Question?

Have a legal question about dissolution action? Contact us directly at (678) 882-0830.

Thrift McLemore, LLC BBB Business Review

Relevant News & Insights

Business Divorce 101: When Business Partners Part Ways
Jan 20, 2025 |
Business
A business divorce occurs when conflicts or a disagreement in goals for the business cause co-owners to legally separate which may involve reviewing and revising agreements, valuing the business, negotiating a buyout, or dissolving the business. Alternative dispute resolution methods like mediation or arbitration can help a business go through a "divorce" without the need for litigation.
READ MORE
What You Need to Know About Georgia General Partnerships
Oct 22, 2020 |
Business
In Georgia, a general partnership automatically forms when two or more people co-own a business for profit, offering simplicity, pass-through taxation, and flexibility. Risks of operating as general partners include unlimited personal liability and potential complications in transferring ownership. A partnership agreement can help clarify roles and responsibilities if you choose to form a general partnership.
READ MORE

Explore All

Schedule a Consultation

Atlanta

1000 Parkwood Cir. SE, Ste. 950 Atlanta, GA 30339
Tel: (678) 882-0830
Fax: (678) 623-5872

Macon

5400 Riverside Drive, Ste. 103 Macon, GA 31210
Tel: (478) 663-9664
Fax: (678) 623-5872

Fort Lauderdale

501 East Las Olas Blvd., Ste. 200 Ft. Lauderdale, FL 33301
Tel: (954) 281-5578
Fax: (954) 281-5568

Join Our Legal Insights Newsletter

"*" indicates required fields

Scroll To Top

Dissolution Actions