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Eventually, company officers learned of their plight and reincorporated the business in the same state.At issue is whether the company’s status as a corporation had been terminated by the administrative dissolution. Something else to consider is that under Section 336(a) of the tax code, a gain or loss is recognized by a liquidating corporation on the distribution of its property in complete liquidation, as if such property were sold to the distributee at its fair market value. 142 ) states that “…where a corporation ceases business operations, has retained no assets, has no income, and has actually liquidated, there is in effect a de facto dissolution, even though the corporation has not been formally dissolved…” In addition, it is entirely possible for the corporation to continue in existence even though it has been, as a matter of state law, dissolved.If this is the case, management may discontinue the operations and liquidate the business.In reaching a decision to liquidate a business, management will need to consider whether the business (a) has come to the end of its useful life, (b) lost key employees, (c) lost market presence and (d) has any remaining subdivisions that are viable (stand-alone or those created via a transfer to another operating division).Special needs trusts ease parent worries "Yet a judge could say you're even," Black noted.Liquidating assets should be a last resort in most cases, because liquidation creates a taxable event.

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If a company will only give you credit or a part of what you paid, then you may be better off trying to sell it yourself. If you have to liquidate quickly, you will likely need as much cash as possible quickly, so offer deep discounts if you can. Hire a liquidation company if you need help or are uncomfortable selling off your business.The anomaly is corporate dissolution without liquidation.In the ruling, a corporate taxpayer had been incorporated in a state on a particular date, let’s say January 19, 2007.This company comes in, evaluates the assets and then takes care of the sale in exchange for a percentage of the profits.Michelle Hogan is a writer and the author of 13 books including the 2005 bestselling memoir, "Without a Net: Middle Class and Homeless (With Kids) in America." Hogan studied English at American University and has been writing professionally since 1998."Each party in the divorce needs to understand how the liquidation may affect not only the next tax return but also their long-term financial future," she said.