How to deposit a check made to a former corporation?
July 13, 2011 5:46 AM   Subscribe

How can my friend deposit a check from the Department of Treasury that's made out to his dissolved LLC of which he was the sole owner? His bank has said they will not allow him to sign it over.
posted by michaelh to Work & Money (5 answers total)
Go up the ladder at your bank, bringing a copy of LLC tax return.
posted by francesca too at 6:45 AM on July 13, 2011 [1 favorite]

Best answer: The U.S. Treasury? He should go back to the agency which certified the payment to the Treasury and ask them about their procedure. It's likely that they have one.
posted by Jahaza at 7:05 AM on July 13, 2011

IANAL but it depends on to whom or to what the dissolution assigned any remaining assets. That person or entity can deposit the check, it seems to me.
posted by beagle at 7:07 AM on July 13, 2011

Best answer: Short answer: He can't. Long answer: Funds owed to a dissolved entity must distributed among its members in accordance with their respective rights and interests in the manner permitted by the laws of the jurisdiction. Such funds may only be distributed to members after all liabilities, debts and obligations of the entity have been paid or discharged. The bank is not going to take the word of a guy standing in a bank signing a check made out to the nonexistent entity that he alone has an interest in the funds. Tax records won't be sufficient documentation that the dissolution was accomplished properly and won't be sufficient documentation that he is personally entitled to the funds. I have done very little corporate dissolution work, but I have done lots of standing around in court enforcing judgments and banks do not lightly take actions--such as depositing this type of check--which result in courts telling them to freeze or turn over accounts. That's the risk he is expecting the bank to take in depositing this check and they are unlikely to do it on his say-so.

Like Jahaza says, he can ask to get the check reissued with him as payee. That's what I'd do. Or he can talk to a someone (an attorney or tax professional) familiar with the articles and rules of dissolution in his jurisdiction. They will know which documents are necessary to show that he alone is entitled to the funds and which will convince the bank to deposit the third-party check.
posted by crush-onastick at 7:08 AM on July 13, 2011 [3 favorites]

Response by poster: Thanks, everyone.
posted by michaelh at 11:21 AM on July 13, 2011

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