§ 151.4. Obtaining a Corporate Clearance Certificate.
(a) Corporate Clearance Certificate is a certificate issued by the Department evidencing the payment of taxes and charges as required by law.
(b) The information and documentation which is required to be furnished to obtain a Corporate Clearance Certificate depends upon the purpose for which the certificate is sought. The following is a list of purposes for which a Corporate Clearance Certificate is commonly obtained and the information and documentation which shall be required to be furnished.
(1) A dissolution under the Business Corporation Law (15 P. S. § § 1001—2204).
(i) An application for a Corporate Clearance Certificate executed in duplicate (Form RCT-442).
(ii) Reports for the current tax year to the date of complete divestiture.
(iii) A Schedule of Distribution of Assets in Dissolution (Form RCT-422). If distribution of assets is made in kind to stockholders, attach a copy of Federal Form 1099L.
(iv) A detailed schedule of capital gains exempted under section 337 of the IRC (26 U.S.C.A. § 337).
(2) A dissolution by court of common pleas.
(i) An application for a Corporate Clearance Certificate executed in duplicate (Form RCT-442).
(ii) A copy of the Petition for Dissolution which was submitted to a court of common pleas.
(iii) Reports for the current tax year to the date of filing the Petition for Dissolution.
(iv) A Schedule of Distribution of Assets in Dissolution (Form RCT-422).
(v) A detailed schedule of capital gains exempted under section 337 of the IRC (26 U.S.C.A. § 337).
(3) The withdrawal by a foreign corporation under the Business Corporation Law (15 P. S. § § 1001—2204).
(i) An application for a Corporate Clearance Certificate executed in duplicate (Form RCT-442).
(ii) A Withdrawal Affidavit (Form RCT-407) for a foreign corporation.
(iii) Reports for the current tax year to the date business activities ceased and the corporation no longer employed property in this Commonwealth. An explanation of the disposition of assets located in this Commonwealth is required to accompany the reports.
(iv) A detailed schedule of capital gains exempted under section 337 of the IRC.
(4) A merger under the Business Corporation Law (15 P. S. § § 1001—2204)
(i) An application for a Corporate Clearance Certificate executed in duplicate (Form RCT-442.)
(ii) A copy of the plan of merger.
(iii) Reports for the current tax year to the proposed date of merger.
(5) A bulk sale under section 1403 of the FC (72 P. S. § 1403).
(i) An application for a Corporate Clearance Certificate executed in duplicate (Form RCT-442).
(ii) Reports for the current tax year to the proposed date of sale.
(iii) A schedule of the assets to be sold and the resulting gains or losses.
(6) A foreign corporation seeking the release of a public contract bond under the act of June 10, 1947 (P. L. 493 No. 223) (8 P. S. § 23).
(i) An application for a Corporate Clearance Certificate executed in duplicate (Form RCT-442).
(ii) Reports for the current tax year to the date on which the contract was completed.
(c) The Department of Labor and Industry, Bureau of Employment Security, will receive a copy of applications for Corporate Clearance Certificates. A clearance certificate evidencing the payment of liabilities owed to the Department of Labor and Industry will be issued directly to the applicant by the Department of Labor and Industry, except when the application was submitted under section 1403 of the FC (72 P. S. § 1403) as required by subsection (b)(5). A Corporate Clearance Certificate issued by the Department under section 1403 of the FC (72 P. S. § 1403) will include a clearance certificate issued by the Department of Labor and Industry.
Source The provisions of this § 151.4 adopted July 22, 1977, effective July 23, 1977, 7 Pa.B. 2069.
Cross References This section cited in 61 Pa. Code § 13.13 (relating to tax clearance certificates).
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