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Dissolution of a Business

Winding Down and Dissolution of a Business

There are an infinite number of reasons why a business may be dissolved. A partner may wish to sell their business interest. Partners to a business may have irreconcilable differences. An owner may be retiring. Maybe the company is losing money and do not see any viable way to continue. And sometimes dissolution is simply the best way to start over.

No matter why you need to dissolve or close your business, there are legal challenges and obstacles to properly dissolve a business. At the Law Offices of Alvin H. Lee, we can assist you with winding down and transitioning your business to dissolve. We know how to take the necessary steps to closing your business in the least painful way possible. Whether your business is a sole proprietorship, partnership or some type of corporate entity, we have the knowledge and resources to alleviate the burden, while insulating you from continuing liability and/or tax complications.

Consequences of Improper Dissolution Procedures

Each state has its own dissolution laws, which vary depending on the type of business structure that is involved, and California is no exception. Internal documents may need to be filed with the Secretary of State. Third parties may need to be notified. Contracts and outstanding balances may need to be settled. Assets need to identified along with the debts against them. 

If not performed properly, there are many potential consequences resulting from the improper dissolution, which may attach and continue with the owner(s) thereafter. Some of the more common consequences for an improper dissolution include:

  • Loss of equity or income.
  • Loss or attrition of assets.
  • Accumulation of debt.
  • Adverse tax complications.
  • Breach of fiduciary duty
  • Personal liability for failing to act.

How We Can Help

At the Law Offices of Alvin H. Lee, we take whatever action(s) necessary to minimize the losses that may occur as a result of a dissolution. We listen to your needs to understands not only what you wish to accomplish but also why. It is critical for us that we understand why you wish to dissolve your business. With a firm understanding, we determine your goals, desires and what you wish to achieve by dissolving the business. After a careful evaluation of all the facts, we provide counsel and representation on:

  • Evaluating the legal documents relevant to the business, from the daily operations to the management structure and ownership agreements.
  • Reviewing the contracts with other businesses, employees and customers.
  • Assessing and valuing the assets and liabilities of the business.
  • Assisting the parties involved towards an amicable agreement when disputes arise.
  • Progressing towards a fair and equitable division of business assets, liabilities, rights and obligations.
  • Protecting our clients' future by mitigating their potential exposure to litigation or investigation arising from improper dissolution procedures.
  • Liquidating applicable assets and settling outstanding liabilities.
  • Preparing and filing the proper notices to state and federal agencies.
  • Drafting and issuing the proper notices to third parties and vendors.
  • Assisting with commercial collections.
  • Settling tax issues and obligations.
  • Transitioning the proper termination of employees.
  • Minimizing the disruption of customer or vendor relationships to protect future opportunities.

Contact Us Today to Schedule Your Free Consultation

The Law Offices of Alvin H. Lee is a full-service business law firm. If you are considering dissolving your business, we will work diligent to make sure that you achieve the best possible outcome from the dissolution of your business entity. Contact us to schedule a free consultation. 


(925) 338-9882