PHOENIX OFFICE TUCSON OFFICE 1300 West Washington Phoenix, Arizona 85007-2929 Phone: (602) 542-3026 Toll Free (AZ only): 1-800-345-5819 400 West Congress, Suite #221 Tucson, Arizona 85701-1347 Phone: (520) 628-6560 Toll Free (AZ only): 1-800-345-5819 www.azcc.gov www.azcc.gov ARIZONA CORPORATION COMMISSION CORPORATIONS DIVISION FILING INSTRUCTIONS FOR DOMESTIC BUSINESS CORPORATION ARTICLES OF DISSOLUTION Pursuant to A.R.S. § 10-1403 NOTE: DO NOT use this form if dissolving by INCORPORATORS or INITIAL DIRECTORS under A.R.S. §10-1401 – use form number CF0029. 1. The Articles must be signed by the Chairman of the Board of Directors, or by the President, or by another duly-authorized officer, or, if the corporation is in the hands of a receiver, trustee or other court appointed fiduciary, by that fiduciary. The person signing must also give their title (for example, President, Chairman, etc.). 2. Pursuant to ARS §10-1403(D), the dissolution is not considered complete until all fees, penalties and costs have been paid. Please make sure there are no outstanding annual reports. You can contact the Annual Reports Section at (602) 542-3285. 3. Deliver the completed original Articles and one copy to the Commission together with the $25.00 (U.S.) filing fee (A.R.S. §10-122). Expedited filing service is available for an additional $35.00 fee (add $35 to the filing fee). Make check payable to the Arizona Corporation Commission. 4. The dissolution will not be considered complete until the Commission has received a Certificate of Compliance from the Arizona Department of Revenue stating that the tax levied under A.R.S. Title 42, chapter 5, article 1 against the corporation has been paid or that the applicant is not subject to the tax. You must request the Certificate of Compliance in writing by completing an application through the Arizona Department of Revenue. You can download the application from the ADOR website at http://www.azdor.gov/Forms/Other.asp. For questions, please contact the Arizona Department of Revenue, Special Collection Section, 1600 West Monroe, Phoenix, Arizona 85007, (602) 716-6234. 5. PUBLICATION is required. Within 60 days after the Commission files (approves) the Articles of Dissolution, you must publish a copy of the document in a newspaper of general circulation in the county of the known place of business in Arizona for three consecutive publications. Do not publish until the document has been approved and filed by the Commission. A list of qualified newspapers will be enclosed with your approval letter and is also available on the Commission website, www.azcc.gov/divisions/corporations. You may file the Affidavit of Publication you will receive from the newspaper, but filing it is not mandatory. The entity may be subject to administrative dissolution if it fails to publish. For further information, please contact the Call Center at (602) 542-3026 in Phoenix or the Tucson office at (520) 628-6560 (Toll Free, AZ Residents only - 800 345-5819.) CF:0030 Domestic Business Rev 09/2009 Page 1 of 2 Arizona Corporation Commission Corporations Division American LegalNet, Inc. www.FormsWorkFlow.com ARTICLES OF DISSOLUTION Pursuant to A.R.S. § 10-1403 1. The name of the corporation is: ___________________________________________________________________. 2. Dissolution of the corporation was authorized by its shareholders on the ____ day of _______________________, ______ 3. There is/are _______ voting groups eligible to vote on approval of the dissolution. The designation of voting groups entitled to vote separately on the dissolution, the number of votes in each, the number of votes represented at the meeting at which the dissolution was approved and the votes cast for and against the dissolution were as follows: Votes cast for __________ Votes cast against __________ If voting by voting group(s) is required: The voting group consisting of ______________ outstanding shares of _____________ [class or series] stock is entitled to ____________ votes. There were _________________ votes present at the meeting. The voting group cast _____________ votes for and ______ votes against approval of the dissolution. The number of votes cast for approval of the dissolution was sufficient for approval by the voting group. The voting group consisting of ______________ outstanding shares of _____________ [class or series] stock is entitled to ____________ votes. There were _________________ votes present at the meeting. The voting group cast _____________ votes for and ______ votes against approval of the dissolution. The number of votes cast for approval of the dissolution was sufficient for approval by the voting group. Dated this ________ day of ______________________, ________ Signature:_________________________________________ Printed Name: _____________________________________ Title:_____________________________________________ CF:0030 Domestic Business Rev 09/2009 Page 2 of 2 Arizona Corporation Commission Corporations Division American LegalNet, Inc. www.FormsWorkFlow.com