Updated September 3, 2026. Quick answer: a Michigan for-profit corporation dissolves by filing Certificate of Dissolution under MCL 450.1804 for $10, and Michigan does not gate the filing on a tax clearance certificate.
The filing, and what Michigan calls it
Michigan’s Certificate of Dissolution is filed under MCL 450.1804 after board and shareholder approval (majority vote of outstanding shares entitled to vote). The statute’s own required-content list is short: the corporation’s name, the date and place of the shareholder meeting, and a statement that the board and shareholders approved, read directly from the statute text this session, and it contains no tax-clearance item.
The tax clearance question
Michigan does not gate the Certificate of Dissolution on a tax clearance certificate. Michigan does not appear to gate the Certificate of Dissolution on a prior tax clearance: clearance from the Department of Treasury is requested within 60 days after filing, not before. That timing detail (unlike the dissolution-content and creditor-notice sections above, both read directly from the statute this session) rests on secondary reporting of Treasury’s own guidance rather than a page this session could fetch directly, so treat it as the reported rule, not an independently confirmed one. (MCL 450.1804; Michigan Dept. of Treasury guidance (reported, not independently fetched this session)) That does not erase the corporation’s final tax filings; it just means the Secretary of State’s office is not the one checking for them before accepting the paperwork.
Creditors and the claims window
Michigan makes available, but does not require, a formal notice-to-known-and-unknown-creditors procedure, with a 180-day claims-bar window. Optional (‘the dissolved corporation may notify its existing claimants in writing’), read directly from the statute this session. The deadline may not be less than 6 months from the effective date of the written notice. (MCL 450.1841a)
What the filing costs
The Certificate of Dissolution carries a $10 filing fee. Figure reported consistently across secondary sources referencing the official LARA fee; not independently confirmed against a live fee page this session (michigan.gov blocked automated fetches site-wide).
What this page does not answer
Dissolving the entity at the state level and closing it out with the IRS are two separate processes. A final federal return, IRS Form 966 in some circumstances, and canceling the EIN are governed by federal law, not by Michigan’s corporation statute, and this cluster does not source them. We have the state-filing answer at primary and the federal-closeout answer not at all.
This page sells nothing and links to no filing service. Dissolving a corporation is a filing-desk task with a statutory answer, and the answer is either in the state’s code and the Secretary of State’s own instructions or it is not.
This page covers a for-profit business corporation. If you are closing an LLC in Michigan instead, the filing, fee and statute are different: see dissolving an LLC in Michigan.
Sources
Every citation on this page is statutory or the Secretary of State’s own official filing instructions. No formation service, no registered-agent marketing page and no aggregator is cited anywhere in this cluster; those are the only publishers of the competing versions.
- MCL 450.1804 (Michigan Legislature, fetched directly): https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-1804
- MCL 450.1841a (Michigan Legislature, fetched directly): https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-1841a