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Secretary of State
Business Programs Division
Business Entities
1500 11th Street, Sacramento, CA 95814
P.O. Box 944260, Sacramento, CA 94244-2600

Submission Cover Sheet

For faster service, file online at bizfileOnline.sos.ca.gov .

Instructions:

• Complete and include this form with your paper submission. This information only will be
used to communicate in writing about the submission, if needed. This form will be
treated as correspondence and 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 handling fee; do not include
a $15 handling fee when submitting documents by mail.

• Standard processing time for submissions to this office is approximately 5 business days from
receipt. 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.

Optional Copy and Certification Fees:

• If applicable, include optional certification fees with your submission.

• For applicable certification fee information, refer to the instructions of the specific form you are
submitting.

Contact Person: (Please type or print legibly)

First Name: Last Name:

Phone (optional):

Entity Information: (Please type or print legibly)

Name:

Entity Number (if applicable):

Address:

Comments

Submission Cover Sheet (REV 03/2022) Clear Form Print Form

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Secretary of State ELEC STK

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

Certification Fee (Optional) – $5.00

This Space For Office Use Only
1. Corporate Name (Enter the exact name of the corporation as it is recorded 2. Secretary of State Entity Number
with the California Secretary of State.)

(Check the applicable statement. Only one box may be checked. If the first box is checked, enter the number of
3. Election 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 Print Name

__________________ __________________________________________ ______________________________________________
Date Signature Type or Print Name

ELEC STK (REV 03/2022) Clear Form Print Form 2022 California Secretary of State
bizfileOnline.sos.ca.gov

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Secretary of State DISS STK

Certificate of Dissolution
(California Stock Corporation ONLY)

There is No Fee for filing a Certificate of Dissolution - Stock

Certification Fee (Optional) - $5.00

This Space For Office Use Only
1. Corporate Name (Enter the exact name of the Corporation as it is recorded 2. Secretary of State Entity Number
with the California Secretary of State.)

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.)

(Check the applicable statement. Only one box may be checked. If second box is checked, must
4. Debts and Liabilities 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

DISS STK (REV 03/2022) 2022 California Secretary of State
Clear Form Print Form bizfileOnline.sos.ca.gov

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