NJ Corporate Dissolutions Required

It is essential that the corporation be dissolved with the New Jersey State Treasurer through the Division of Revenue to avoid future Corporation Business tax, penalty, and interest.

Every corporation subject to the New Jersey Corporation Business Tax Act must file New Jersey Corporation Business Tax Returns whether the corporation discontinued business or distributed assets in liquidation.  A corporation remains subject to at least the minimum tax ($520 in 2009) on an annual basis from its incorporation or authorization date until it legally dissolves through the New Jersey State Treasurer by the Division of Revenue.

The failure to dissolve the corporation when the corporation has ceased doing business will result in the legal requirement to continue to file Corporation Business Tax returns with the necessary remittance of the minimum CBT tax.

If dissolution procedures are not completed, and full payment of the outstanding liability is not received, the case will be forwarded to the Special Procedures Branch, Judgment Section, for further collection action. Notice and Demand for Payment letters will be sent to the Corporation and, in the event there is outstanding trust liability, to the corporate officers. Responsible corporate officers will be held personally responsible for trust fund taxes. If the tax liability is not resolved, a Certificate of Debt will be filed in the New Jersey Superior Court against the corporation and any responsible officers. A 10% Cost of Collection fee is added to the docketed judgment amount and becomes part of the outstanding debt. A Notification of Judgment letter is sent to the corporation and responsible officers who are covered by the docketed judgment. Read more…