{"id":4656,"date":"2016-04-04T10:47:37","date_gmt":"2016-04-04T15:47:37","guid":{"rendered":"https:\/\/content.findlaw-admin.com\/ability-law\/smallbusiness\/closing-a-business\/settlement-and-distribution-of-assets-checklist.html"},"modified":"2026-07-01T00:57:00","modified_gmt":"2026-07-01T05:57:00","slug":"settlement-and-distribution-of-assets-checklist","status":"publish","type":"page","link":"https:\/\/www.findlaw.com\/smallbusiness\/closing-a-business\/settlement-and-distribution-of-assets-checklist.html","title":{"rendered":"Asset Distribution and Liquidation Checklist for Business Dissolution"},"content":{"rendered":"\n
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Asset Distribution and Liquidation Checklist for Business Dissolution<\/h1>\n\n
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\n By Susan Buckner, J.D.<\/a> | Legally reviewed by Catherine Hodder, Esq.<\/a>\n | Last updated\n
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Editorial Note: We earn a commission from affiliate partner links on FindLaw. Commissions do not affect the editorial integrity of our legal content.<\/p>\n\n <\/div>\n \n

\n \n <\/i>\n Legally Reviewed\n <\/summary>\n\n
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This article has been written and reviewed for legal accuracy, clarity, and style by FindLaw\u2019s team of legal writers and attorneys<\/a> and in accordance with our editorial standards<\/a>.<\/em><\/p>\n\n <\/div>\n <\/details>\n\n

\n \n <\/i>\n Fact-Checked\n <\/summary>\n\n
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The last updated date refers to the last time this article was reviewed by FindLaw or one of our contributing authors<\/a>. We make every effort to keep our articles updated. For information regarding a specific legal issue affecting you, please contact an attorney in your area<\/a>.<\/em><\/p>\n\n <\/div>\n <\/details>\n<\/section>\n\n\n

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Key Takeaways<\/h2>\n

Business dissolution is the formal legal process of closing a commercial entity and terminating its legal existence. To complete this winding-up process, owners must settle outstanding debts, liquidate company assets, and notify creditors and customers of the closure.<\/p>\n\n <\/div>\n <\/div>\n<\/div>\n\n\n

Small businesses<\/span> must follow the same procedures as larger companies when closing down. State and federal laws demand disclosures from small <\/span>business<\/span> owners<\/span> about their taxes, dividend<\/span> distributions, and final accounting. Depending on your business structure<\/strong><\/a>, you may need to file more documents showing you have officially closed your business, sold company assets, and contacted creditors and vendors.<\/p>\n

The Internal Revenue Service<\/span> (IRS<\/span>) and state tax<\/span> departments must get your final tax returns<\/span>. You need to file a certificate of cancellation if you incorporated, and you’ll need to cancel your fictitious business name or DBA if you had one. There’s much more to dissolving a company<\/strong><\/a> than just closing the doors one last time.<\/p>\n

See FindLaw’s <\/strong>Closing a Business<\/strong><\/a> section to learn more about the process.<\/strong><\/p>\n

Sole Proprietorships<\/span><\/strong><\/h2>\n

Even a sole proprietorship<\/span><\/strong><\/a> has a few things to do. A sole proprietor<\/span> can avoid some of the state filings and tax requirements. You should still ensure you’ve finished all your business obligations.<\/p>\n