County Bulletin
TO: ALL COUNTY AUDITORS Bulletin No. 242
FROM: Edgar L. Lindley, Tax Commissioner
DATE: January 14, 1976
RE: Personal Property Tax Releases
The Ohio Revised code sets forth several requirements which
must be met by all domestic corporations desiring to dissolve
and by all foreign corporations desiring to surrender their
Ohio license. Two of these requirements include: 1) a release
or certificate from the Tax Commissioner certifying that all
franchise, sales, use and highway use taxes have been paid or
guaranteed, and 2) a release or certificate from the
Treasurer of each county in which the corporation has
personal property certifying that all personal property taxes
have been paid. Similar releases and certificates must be
obtained from other agencies of the State.The Ohio Secretary
of State is responsible for administering the laws with
respect to the dissolution of corporations and the surrender
of Ohio licenses. Persons making inquiries to your offices
regarding the steps necessary to dissolve a corporation or to
surrender a corporate license should be referred to the
Secretary of State, 30 E Broad St., Columbus, Ohio 43215, for
complete instructions.The Tax Commissioner is responsible for
issuing the certificate for the payment of all franchise,
sales, use and highway use taxes. The attached Form No. D-5,
Application for Certificate of Payment of Ohio Taxes, has
been prescribed to insure prompt handling. The Tax
Commissioner Rule TX-7-03, which is printed on the reverse
side of the application form, sets forth the steps applicants
must follow in order to obtain this certificate.The county
officials are responsible for determining that all personal
property taxes have been paid and the County treasurer is
responsible for issuing the personal property tax release. It
has been a policy of the Department of Taxation to examine
the personal property tax returns of every corporation
desiring to dissolve or surrender its license and, when said
returns were acceptable, issue release letters to that effect
to the County Auditors involved and to the applicant. In the
majority of instances, our examination proved that no
assessment-changes were necessary; further, many of the
corporations under examination by the department had already
obtained their personal property tax releases from the County
Treasurer. Therefore, as of January 1, 1976, the Department
of Taxation will no longer automatically examine the personal
property tax returns of every corporation desiring to
dissolve or to surrender its license.If, upon examining the
personal property tax returns, your offices determine that
additional assistance is necessary prior to the issuance of
the tax release, the department will, upon your request,
conduct a further examination. These requests for assistance
must be forwarded in writing by your office to the
department’s district office having jurisdiction of the
personal property tax return and must include the corporate
name, address, charter number and the name and address of the
person representing the corporation. In the event the
corporation files an Inter-County Return of Taxable Property,
the request for assistance should be forwarded to the Ohio
Department of Taxation, Personal Property Section, P. O. Box
530, Columbus, Ohio 43216. Upon completion of the
investigation, the Department of Taxation will notify the
County Auditor, County Treasurer and the applicant of the
results.When a personal property tax release is requested for
purposes other than the dissolution of a corporation or the
surrender of an Ohio license, it is the responsibility of the
county officials to determine that all personal property
taxes have been paid and of the County Treasurer to issue the
tax release. The department will provide assistance where
essential, upon request. Written requests should be submitted
in the same manner as described above.
STATE OF OHIO DEPARTMENT OF TAXATION
APPLICATION FOR
CERTIFICATE OF PAYMENT OF OHIO TAXES(For Corporate
Dissolution or Withdrawal Form Ohio)SEE REVERSE SIDE
Name of Corporation
_______________________________________________________________
(As Recorded with the Ohio Secretary of State)
Address
__________________________________________________________________Date
of Incorporation/Qualification___________________________Ohio
Charter (License) No.____________________Federal Employer
Identification No. __________________________State of
Incorporation ________________________Type of Corporation:
For Profit Cooperative Not for Profit Location of
Accounting Records
_______________________________________________________________________
Name, address and telephone number of person to whom
inquiries may be made _____________________
Mail Certificate to:
________________________________________________________________________
Date business activity ceased or will cease?
_________________Date stock Retired or will be
Retired?_____________________
Type of business activity and product sold
_____________________________________________________________________
Personal Property Tax return was filed
____________________________________ in
_________________________________
(Year) (County)
Corporation Franchise Taxes have been paid through
_________________________________
(Year)
Was a Combined Franchise Tax Report filed for any tax year
after 1971? Yes No
If yes, list parent corporation’s name, charter, F.E.I. Nos.
_________________________________________
Ohio Employer Withholding Tax returns have been filed through
___________________________________________________
(Month/Year)
If none filed, explain
_____________________________________________________________________________________
Address of all business locations in Ohio List all Sales or
Use Tax Account Numbers
(Vendors License, Seller’s Use, Consumer’s Use,
__________________________________ Direct Pay, Highway Use)
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Name and Address of Successor (if any)
___________________________________________________________________________
SIGNATURE AND TITLE OF PERSON MAKING APPLICATION DATE
COMPLETE ALL THE INFORMATION REQUESTED ABOVE AND MAIL FOUR
(4) COPIES TO:
OHIO DEPARTMENT OF TAXATION, ATTN: CORPORATE DISSOLUTION
SECTION, P.O. BOX 2476, COLUMBUS, OHIO 43216.
TX-7-03 CERTIFICATION OF PAYMENT OF TAXES FOR
PURPOSES OF DISSOLUTION OF CORPORATE CHARTER OR SURRENDER OF
LICENSE.
Rule TX-7-03 is hereby enacted effective December 31, 1975,
to read as follows:
Domestic corporations, foreign corporations, and those
not-for-profit corporations organized pursuant to Chapter
1729. of the Ohio Revised Code, or organized or operating in
a manner similar to that authorized by Chapter 1729. of the
Ohio Revised Code pursuant to the law of another state or
country, which desire to dissolve their charter or surrender
their license to transact business in this state must furnish
the Secretary 'of State with the receipts, certificates, or
other evidence enumerated in Sections 1701.86(H) or
1703.17(C) of the Ohio Revised Code. Such enumeration
includes a receipt, certificate or other evidence showing
that:
(a) all franchise taxes have been paid or adequately
guaranteed through the year in which the request is made,
and(b) all sales, use and highway use taxes have been paid or
adequately guaranteed, and(c) all personal property taxes
accruing up to the date of request for dissolution have been
paid.
Under the provisions of Section 1702.47(G), Ohio Revised
Code, non-profit corporations desiring to dissolve their
charter must furnish the Secretary of State with the
receipts, certificates or other evidence enumerated therein.
Such enumeration includes a receipt, certificate or other
evidence showing that:
(a) all sales, use and highway use taxes have been paid or
adequately guaranteed, and
- all personal property taxes accruing up to the date of
request for dissolution have been paid. If the corporation
has no personal property in this state subject to taxation,
an affidavit to that effect may be filed in lieu of the
receipts or other evidence of tax payment.
Form No. D-5, Application for Certificate of Payment of Ohio
Taxes, is prescribed by the Tax Commissioner for the purpose
of obtaining a combined certification for sales, use, highway
use and franchise taxes. Corporations desiring to dissolve
their charter or surrender their license must make
application on this form and furnish all of the required
information. Forms may be obtained from and should be filed
with the Department of Taxation, with allowance for at least
thirty (30) days for processing.
To avoid delay, any delinquent sales, use, highway use and
franchise tax returns or reports should accompany the
application together with separate certified checks or money
orders in payment for each of the taxes due thereon. Failure
to initially submit all necessary information, tax returns,
and/or payments may result in tax audits and will delay
issuance of the desired certificate.
Corporations having a license or charter to conduct business
in Ohio, or owning or using all or part of their capital or
property in Ohio, on the first day of January of any calendar
year are subject to the Ohio corporation franchise tax for
such calendar year.
However, in the event a corporation undergoing dissolution
has ceased all business activities in Ohio, completed the
retirement of all outstanding shares of stock, the
liquidation and distribution of assets, the filing of
application Form D-5 with the Department of Taxation, and all
other steps toward dissolution, except those steps
precluded-by the fact that the certificates herein provided
for have not been issued, so that it remains licensed or
chartered with the Secretary of State on the following first
day of January solely because the certificates applied for
prior to that date have not been issued, the basic franchise
tax liability of such corporation for the subsequent year
shall be the minimum fee of $50.00.
For the purpose of guaranteeing the payment of any franchise,
sales, use and highway use taxes which may be due from a
pending audit or assessment, either a cash bond or surety
bond issued by a bonding agency licensed to do business in
Ohio may be posted with the Tax Commissioner by the
applicant. The amount shall be determined by the Tax
Commissioner. Such bond shall- remain in force until all
taxes have been paid, whereupon a written notice to that
effect shall be provided by the Tax Commissioner.
Upon determining that all sales, use, highway use and
franchise taxes have been paid or adequately guaranteed, the
Tax Commissioner will issue a combined certificate (Form No.
D-2) to the applicant. Failure to pay or adequately guarantee
any of these taxes will prevent issuance of this certificate.
It is the responsibility of the applicant to obtain a
personal property tax release certificate from the County
Treasurer of each county in which the applicant had taxable
personal property. It is the responsibility of the county
officials to determine that all personal property taxes -have
been paid.