Form DOS-1337-f, Certificate of Dissolution

What is Form DOS-1337-f?

Form DOS-1337-f is New York's Certificate of Dissolution for a business corporation, filed with the New York Department of State. It's the document that formally dissolves the corporation, the operative filing that ends the entity's existence with the state. It sits alongside New York's broader certificate of dissolution process, providing the specific form a corporation uses.

The catch is that DOS-1337-f isn't the first thing you file. New York gates a corporation's dissolution behind a tax-consent step, so by the time you file DOS-1337-f, the tax side should already be cleared. Understanding that order is the key to filing it successfully.

A corporation form, not an LLC form

As with the consent step, the first thing to settle is which entity you're closing. DOS-1337-f is for corporations. New York LLCs use Articles of Dissolution and a simpler path that doesn't involve the corporate tax-consent requirement. Filing a corporate certificate for an LLC, or the reverse, is a classic cause of rejection. If you have a corporation, DOS-1337-f is your dissolution document; if you have an LLC, it isn't.

The tax consent that comes first

Before the Department of State will accept DOS-1337-f, a New York corporation generally needs the Tax Department's written consent to dissolverequested through the TR-960 process. That consent confirms the corporation's franchise tax and returns are current, it's New York's version of a tax-clearance gate. So the two filings pair up: TR-960 clears the tax side and produces the consent; DOS-1337-f then performs the dissolution with that consent in hand. You can't skip straight to DOS-1337-f and expect it to go through.

This is the single most common reason a New York corporate dissolution stalls: someone downloads the Certificate of Dissolution, fills it in, and files it, only to have it returned because the Tax Department consent isn't attached. The certificate and the consent are designed to travel together, and the Department of State treats a certificate without consent as incomplete. Knowing that up front saves a rejected filing and the weeks it can add, which is why the consent request should be the first thing you start, not the last.

Where DOS-1337-f fits in the sequence

The order for a New York corporation runs like this:

1. Bring franchise-tax returns and payments current with the Tax Department.
2. Request the Tax Department's consent to dissolve (TR-960).
3. Receive the written consent.
4. File Form DOS-1337-fthe Certificate of Dissolution, with the Department of State, with the consent attached.
5. Close the federal side, final returns, Form 966and the IRS business account.

DOS-1337-f is step four: the dissolution itself, after the tax gate and before the federal wrap-up.

What the form asks for

The Certificate of Dissolution generally asks for:

• The corporation's exact name and its date of incorporation.
• The Department of State filing details identifying the corporation.
• A statement of how the dissolution was authorizedby the shareholders or as the law provides.
• The attached Tax Department consent confirming tax clearance.
• An authorized signature from an officer or authorized person.

What LLCs file instead

A New York LLC closes by filing Articles of Dissolution with the Department of State, not DOS-1337-f, and without the corporate consent step. The LLC still settles its tax obligations and, if it obtained an EIN, closes its IRS business accountbut its state path is more direct. The full LLC process is on dissolving an LLC in New York.

Fee and which agency

DOS-1337-f is filed with the New York Department of Statewhich charges a filing fee, commonly around $60though you should confirm the current amount, since fees change. That's separate from anything owed on the tax side to obtain consent. Optional expedited handling is available for an additional fee.

Form names, fees and procedures change; we confirm the current New York figures and process before filing.

Rather have the New York filing handled?

Closing a New York corporation is a two-agency job, Tax Department consent first, then the DOS-1337-f Certificate of Dissolution with the Department of State, and getting the order wrong just gets the certificate bounced. We run the whole sequence: confirm the franchise-tax account is current, obtain the consent, file DOS-1337-f, and close the IRS account and final returns federally. That's a Complete Closure for a corporation that operated. Closing an LLC instead? We'll use the right LLC form. A specialist is on WhatsApp 24/7.