final-report-of-dissolution

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

1. Confirm dissolution method (voluntary/administrative/judicial) and target jurisdiction.
2. Gather the input package (see Prerequisites below).
3. Draft report following the section order and section schema.
4. Run the quality checklist — do not finalize until every row passes.
5. 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