Secretary of State
Business Programs Division
Business Entities
1500 11th Street, Sacramento, CA 95814
P.O. Box 944260, Sacramento, CA 94244-2600
For fastest service, file online at bizfileOnline.sos.ca.gov.
• Complete and include this form with your paper submission. This form will not be made part of
the filed document.
• Make all checks or money orders payable to the Secretary of State.
• In-person submissions (excluding Statements of Information): $15 special handling fee. Do not
include a $15 special handling fee when submitting documents by mail.
• All submissions are reviewed in the date order of receipt, with online submissions given priority.
For updated processing time information, visit www.sos.ca.gov/business/be/processing-dates.
• To obtain a certified copy, include certification fees with your submission.
Contact Person (Please type or print legibly):
First Name:
Last Name:
Phone Number:
Entity Information (Please type or print legibly):
Entity Name:
Entity Number (if applicable):
Comments:
Submission Cover Sheet (REV 03/2024)
Note: All correspondence related to your submission will be
sent to the name and address on your check or money order.
Email:
Instructions:
Business Entities Submission Cover Sheet
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Secretary of State
ELEC STK
This Space For Office Use Only
Certificate of Election to Wind Up and
Dissolve
(California Stock Corporation ONLY)
There is No Fee for filing a Certificate of Election to Wind Up and
Dissolve - Stock
C
ertification Fee (Optional) – $5.00
1. Corporate Name (Enter the exact name of the corporation as it is recorded
with the California Secretary of State.)
2. Secretary of State Entity Number
3. Election
(Check the applicable statement. Only one box may be checked. If the first box is checked, enter the number of
shares (do not enter the percentage of shares). Note: This Form ELEC STK is not required when the vote to dissolve
was made by all of the shareholders and that fact is noted on the Certificate of Dissolution (Form DISS STK).)
The election was made by the vote of _________________________
__ shares of the corporation, and representing at
least 50 percent of the voting power.
The corporation has not issued any shares; the election was made by the board of directors of the corporation.
4. Required Statement (This Statement is required. Do not alter.)
The corporation has elected to wind up and dissolve.
5. Signatory Authority (Check the applicable statement. Only one box may be checked.)
The undersigned is/are the:
Sole director or a majority of the directors now in office of the above-named corporation.
Chairperson of the board, president or vice president and the secretary, chief financial officer, treasurer,
assistant secretary or assistant treasurer of the above-named corporation.
Shareholder(s) authorized to sign this certificate by shareholders holding shares representing at least 50 percent
of the voting power of the above-named corporation.
6. Read, Verify, Date and Sign Below
I declare under penalty of perjury under the laws of the State of California that the matters set forth in this certificate
are true and correct of my own knowledge.
__________________ ____________________________________________ ______________________________________________
Date Signature Type or Pri
nt Name
__________________ __________________________________________ ______________________________________________
Date Signature T
ype or Print Name
__________________
__________________________________________ ______________________________________________
Date Si
gnature Type or Pri
nt Name
ELEC STK (REV 03/2022)
2022 California Secretary of State
bizfileOnline.sos.ca.gov
Clear Form
Print Form
Secretary of State
DISS STK
This Space For Office Use Only
There is No Fee for filing a Certificate of Dissolution - Stock
Certification Fee (Optional) - $5.00
1. Corporate Name (Enter the exact name of the Corporation as it is recorded
with the California Secretary of State.)
2. Secretary of State Entity Number
3. Election
The dissolution was made by a vote of ALL of the shareholders of the California corporation.
Note: If the above box is not checked, a Certificate of Election to Wind Up and Dissolve (Form ELEC STK) must be filed prior to
or together with this Certificate of Dissolution. (California Corporations Code section 1901.)
4. Debts and Liabilities
(Check the applicable statement. Only one box may be checked. If second box is checked, must
include the required information in an attachment.)
The known debts and liabilities have been actually paid or paid as far as its assets permitted.
The known debts and liabilities have been adequately provided for in full or as far as its assets permitted by their
assumption. Included in the attachment to this certificate, incorporated herein by this reference, is a description
of the provisions made and the name and address of the person, corporation or government agency that has
assumed or guaranteed the payment, or the depository institution with which deposit has been made.
The corporation never incurred any known debts or liabilities.
5. Required Statements (Do not alter the Required Statements – ALL must be true to file Form DISS STK.)
a. The Corporation has been completely wound up and is dissolved.
b. All final returns required under the California Revenue and Taxation Code have been or will be filed with the
California Franchise Tax Board.
c. The known assets have been distributed to the persons entitled thereto or the corporation acquired no known
assets.
6. Read, Verify, Date and Sign Below
The undersigned is the sole director or a majority of the directors now in office. I declare under penalty of perjury
under the laws of the State of California that the matters set forth in this certificate are true and correct of my own
knowledge.
______________ ___________________________________________ ________________________________________________
Date Signature Type or Print Name
_______________ __________________________________________ ________________________________________________
Date Signature Type or Print Name
_______________ __________________________________________ ________________________________________________
Date Signature Type or Print Name
DISS STK (REV 03/2022)
2022 California Secretary of State
bizfileOnline.sos.ca.gov
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