Form 561 "Certificate of Dissolution (For-Profit, Domestic Corporation)" - Ohio

What Is Form 561?

This is a legal form that was released by the Ohio Secretary of State - a government authority operating within Ohio. As of today, no separate filing guidelines for the form are provided by the issuing department.

Form Details:

  • Released on October 1, 2017;
  • The latest edition provided by the Ohio Secretary of State;
  • Easy to use and ready to print;
  • Quick to customize;
  • Compatible with most PDF-viewing applications;
  • Fill out the form in our online filing application.

Download a fillable version of Form 561 by clicking the link below or browse more documents and templates provided by the Ohio Secretary of State.

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Download Form 561 "Certificate of Dissolution (For-Profit, Domestic Corporation)" - Ohio

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Toll Free: (877) SOS-FILE (877-767-3453) | Central Ohio: (614) 466-3910
www.OhioSecretaryofState.gov
|
Busserv@OhioSecretaryofState.gov
File online or for more information:
www.OHBusinessCentral.com
Filing Form Cover Letter
Please return the approval certificate to:
Name
(Individual or Business Name):
To the Attention of
(if necessary):
Address:
City:
State
ZIP Code:
Phone Number:
E-mail Address:
Check here if you would like to receive important notices via e-mail from the Ohio Secretary of State's office regarding
Business Services.
Check here if you would like to be signed up for our Filing Notification System for the business entity being created or
updated by filing this form. This is a free service provided to notify you via e-mail when any document is filed on your
business record.
Please make checks or money orders payable to: "Ohio Secretary of State"
Type of Service Being Requested: (PLEASE CHECK ONE BOX BELOW)
Regular Service: Only the filing fee listed on page one of the form is required and the filing will be
processed in approximately 3-7 business days. The processing time may vary based on the volume of
filings received by our office.
Expedite Service 1: By including an Expedite fee of $100.00, in addition to the regular filing fee on page
one of the form, the filing will be processed within 2 business days after it is received by our office.
Expedite Service 2: By including an Expedite fee of $200.00, in addition to the regular filing fee on page
one of the form, the filing will be processed within 1 business day after it is received by our office.
This
service is only available to walk-in customers who hand deliver the document to the Client Service Center.
Expedite Service 3: By including an Expedite fee of $300.00, in addition to the regular filing fee on page
one of the form, the filing will be processed within 4 hours after it is received by our office, if received by 1:00
p.m.
This service is only available to walk-in customers who hand deliver the document to the Client Service Center.
Preclearance Filing: A filing form, to be submitted at a later date for processing, may be submitted to be
examined for the purpose of advising as to the acceptability of the proposed filing for a fee of $50.00. The
Preclearance will be complete within 1-2 business days.
Form 561
Last Revised: 10/01/2017
Page 1 of 9
Toll Free: (877) SOS-FILE (877-767-3453) | Central Ohio: (614) 466-3910
www.OhioSecretaryofState.gov
|
Busserv@OhioSecretaryofState.gov
File online or for more information:
www.OHBusinessCentral.com
Filing Form Cover Letter
Please return the approval certificate to:
Name
(Individual or Business Name):
To the Attention of
(if necessary):
Address:
City:
State
ZIP Code:
Phone Number:
E-mail Address:
Check here if you would like to receive important notices via e-mail from the Ohio Secretary of State's office regarding
Business Services.
Check here if you would like to be signed up for our Filing Notification System for the business entity being created or
updated by filing this form. This is a free service provided to notify you via e-mail when any document is filed on your
business record.
Please make checks or money orders payable to: "Ohio Secretary of State"
Type of Service Being Requested: (PLEASE CHECK ONE BOX BELOW)
Regular Service: Only the filing fee listed on page one of the form is required and the filing will be
processed in approximately 3-7 business days. The processing time may vary based on the volume of
filings received by our office.
Expedite Service 1: By including an Expedite fee of $100.00, in addition to the regular filing fee on page
one of the form, the filing will be processed within 2 business days after it is received by our office.
Expedite Service 2: By including an Expedite fee of $200.00, in addition to the regular filing fee on page
one of the form, the filing will be processed within 1 business day after it is received by our office.
This
service is only available to walk-in customers who hand deliver the document to the Client Service Center.
Expedite Service 3: By including an Expedite fee of $300.00, in addition to the regular filing fee on page
one of the form, the filing will be processed within 4 hours after it is received by our office, if received by 1:00
p.m.
This service is only available to walk-in customers who hand deliver the document to the Client Service Center.
Preclearance Filing: A filing form, to be submitted at a later date for processing, may be submitted to be
examined for the purpose of advising as to the acceptability of the proposed filing for a fee of $50.00. The
Preclearance will be complete within 1-2 business days.
Form 561
Last Revised: 10/01/2017
Page 1 of 9
Form 561 Prescribed by:
Mail this form to one of the following:
Toll Free: (877) SOS-FILE (877-767-3453)
Regular Filing (non expedite)
Central Ohio: (614) 466-3910
P.O. Box 1329
Columbus, OH 43216
www.OhioSecretaryofState.gov
Expedite Filing (Two business day processing time.
Busserv@OhioSecretaryofState.gov
Requires an additional $100.00)
P.O. Box 1390
File online or for more information:
www.OHBusinessCentral.com
Columbus, OH 43216
For screen readers, follow instructions located at this path.
Certificate of Dissolution
(For-Profit, Domestic Corporation)
Filing Fee: $50
Form Must Be Typed
Complete the following information.
The corporation named below has adopted a resolution of dissolution.
Name of Corporation
Charter Number
Location of Principal Office in Ohio
OH
City
State
County
The internet address of each domain name held or maintained by or on behalf of the corporation:
The corporation did not hold or maintain any domain names.
Form 561
Last Revised: 10/01/2017
Page 2 of 9
Name and address of the Statutory Agent.
Name of Statutory Agent
Mailing Address
OH
City
State
ZIP Code
Please complete this section if the corporation is appointing a new agent.
Acceptance of Appointment
The Undersigned,
, named herein as the
(Name of Statutory Agent)
Statutory agent for
(Name of Corporation)
hereby acknowledges and accepts the appointment of statutory agent for said corporation.
Statutory Agent Signature
(Individual Agent's Signature / Signature on Behalf of Business Serving as Agent)
The date of dissolution if other than the filing date
(MM/DD/YYYY)
Note: The date of dissolution must be on the date of filing, or a later date that is not more than 90 days after the date
of filing, pursuant to Ohio Revised Code section 1701.86(F)(7).
Pursuant to Ohio Revised Code section 1701.87(E), a copy of the notice required by Ohio Revised Code
section 1701.87(B) must be attached to this filing. (Please attach the notice or complete page 5 of this form.)
Form 561
Last Revised: 10/01/2017
Page 3 of 9
Check only one box below and provide information as required:
(1.)
The resolution of dissolution was adopted by the Incorporators. Pursuant to Ohio Revised Code
section 1701.86(C), if an initial stated capital was not set forth in the articles then before the corporation
begins business, or if an initial stated capital is set forth in the articles then before subscriptions to
shares shall have been received in the amount of that initial stated capital, the incorporators or a
majority of them may adopt, by a writing signed by them, a resolution of dissolution. (138-DISI)
The names and addresses of all the incorporators must be set forth below:
Name
Address
Name
Address
Name
Address
The resolution of dissolution was adopted by the Directors. Pursuant to Ohio Revised Code section
(2.)
1701.86(D), directors may adopt a resolution of dissolution in the following cases, please check the box to
state the proper statement of the basis for the adoption. (137-DISD)
The resolution of dissolution was adopted:
When the corporation has been adjudged bankrupt or has made a general assignment for the benefit of
the creditors;
By leave of the court, when a receiver has been appointed in a general creditor's suit or in any suit in
which the affairs of the corporation are to be wound up;
When substantially all of the assets have been sold at judicial sale or otherwise;
When the articles have been canceled for failure to file annual franchise or excise tax returns or for
failure to pay franchise or excise taxes and the corporation has not been reinstated or does not desire to
be reinstated; or
When the period of existence of the corporation specified in its articles has expired.
(3.) The articles are hereby dissolved by the Shareholders pursuant to Ohio Revised Code section 1701.86(E).
(150-DISS)
Note: Pursuant to Ohio Revised Code section 1701.86(H)(2), all domestic for-profit
corporations must attach to this filing a Certificate of Tax Clearance issued by the Ohio
Department of Taxation.
Form 561
Last Revised: 10/01/2017
Page 4 of 9
By signing and submitting this form to the Ohio Secretary of State, the undersigned hereby certifies that he or she
has the requisite authority to execute this document.
Required
Signature
When the resolution is adopted
by the incorporators, the
certificate shall be signed by
not less than a majority of
By (if applicable)
the incorporators.
In all other cases, the certificate
shall be signed by any authorized
officer,
Print Name
unless the officer fails to execute
and file such a certificate within
30 days
after the date upon which such
certificate is to be filed. In the
latter
Signature
event, the certificate may be
signed
by any three (3) shareholders or,
if there are less than three (3)
By (if applicable)
shareholders, all of the
shareholders,
form a statement that the persons
signing the certificate are
Print Name
shareholders and are filing the
certificate because of the failure
of the officers to do so.
If authorized representative
is an individual, then they
Signature
must sign in the "signature"
box and print their name
in the "Print Name" box.
By (if applicable)
If authorized representative
is a business entity, not an
individual, then please print
the business name in the
Print Name
"signature" box, an
authorized representative
of the business entity
must sign in the "By" box
and print their name in the
"Print Name" box.
Form 561
Last Revised: 10/01/2017
Page 5 of 9
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