| name | final-report-of-dissolution |
| title | Final Report of Dissolution |
| description | Drafts a filing-grade final report of dissolution for U.S. corporate or LLC closings, documenting winding-up actions, creditor handling, asset disposition, distributions, and tax/regulatory closure. Use when counsel needs a defensible compliance record after authorized dissolution for state filing, internal review, or litigation readiness. Trigger on: final report of dissolution, winding up, certificate of dissolution, creditor notice, claims resolution, distribution schedule, tax clearance, officer certification. |
| author | CaseMark |
| author_url | https://github.com/CaseMark/skills/tree/main/skills/legal/final-report-of-dissolution |
| license | Apache-2.0 |
| version | 0.1.0 |
| execution_mode | open |
| jurisdiction | us |
| practice | corporate |
| language | en |
Final Report of Dissolution
Produces a structured, evidence-backed final report proving compliant dissolution and protecting owners/managers by documenting all required steps with supporting exhibits.
Quick Start
- Confirm dissolution method (voluntary/administrative/judicial) and target jurisdiction.
- Gather the input package (see Prerequisites below).
- Draft report following the section order and section schema.
- Run the quality checklist — do not finalize until every row passes.
- Emit deliverables: full draft, exhibit index, and open-issues list.
Prerequisites
Collect before drafting:
- Entity identity: legal name (exact spelling from filings), entity type, formation docs, entity number, jurisdiction, addresses.
- Governing documents: operating agreement/articles/bylaws, amendments, dissolution and distribution provisions.
- Dissolution authorization: minutes/consents, vote counts vs. thresholds, resolution text, triggering event.
- Financial records: opening books, asset/liability schedules, collections, liquidations, distributions, tax balances, ledgers.
- Creditor interaction: notices, publication proofs, claims logs, payment/reserve decisions, litigation status.
- Tax/regulatory: final federal/state/local filings, liabilities paid, clearance confirmations, license/permit closures, foreign qualification withdrawals.
- Filing requirements: jurisdiction instructions, required language, exhibit labels, signature/notarization rules.
Core Workflow
1. Scope and Statute Map
- Pull current state business-entity and tax-authority instructions before drafting.
- Record entity-specific statutory obligations and filing sequence.
- Flag jurisdiction-variable requirements with:
[VERIFY — State authority requirement: cite exact statute/subsection]
2. Evidence Map
For each report section, confirm inputs, required exhibits, and statutory verification:
| Section | Key Inputs | Required Exhibits | Verify |
|---|
| Identity & background | formation papers, amendments | certified formation docs | jurisdiction statute links |
| Authorization | board/member actions, vote evidence | minutes/consents, proxies |
