Form DBU-9, Revocation of Dissolution of Domestic For-Profit Corporation – Washington, DC

Form DBU-9, Revocation of Dissolution of Domestic For-Profit Corporation, is the District of Columbia Corporations Division form a domestic corporation uses to apply for a Certificate of Revocation of a Dissolution, undoing its dissolution within 120 days of the dissolution's effective date.

The form is filed under Title 29 of the D.C. Code (Business Organizations Act). For the entity type it covers, Domestic Business Corporation, the authority printed on the form is § 29–312.04. The Corporations Division sits within the Department of Licensing and Consumer Protection (DLCP).

The form is a short statement with five numbered items: the corporation's name, the effective date of the dissolution that was revoked, the date the revocation was authorized, the basis on which the revocation was decided (one of 4A, 4B or 4C), and the name and signature of the Governor or Authorized Person.

The form explains two rules. First, revocation of dissolution is authorized in the same manner as the dissolution was authorized, unless that authorization allowed the board of directors alone to revoke, in which case the board may revoke without shareholder action. Second, the revocation takes effect on the effective date of the articles of revocation of dissolution.

Form DBU-9 is not a license or a new incorporation. It only reverses a dissolution that has already been made. The signature block carries a warning that a false statement can bring criminal penalties under DCOC § 22-2405.

A domestic for-profit corporation (the form's entity type is Domestic Business Corporation) that has dissolved and wants to revoke that dissolution uses Form DBU-9.

Who must approve the revocation depends on how the dissolution was authorized:

• The corporation's board of directors, or incorporators, may revoke the dissolution (box 4A).
• The board of directors alone may revoke it when the original authorization permitted that, pursuant to shareholder authorization (box 4B).
• Shareholder action is required in other cases. Box 4C applies when the proposal to dissolve was duly approved by the shareholders in the manner required by § 29-312.03 and by the articles of incorporation.

The form is signed by the Governor or Authorized Person named in item 5, and that person signs in box 5A. The form does not describe any other representative who may sign.

The form covers only the domestic business corporation entity type listed on it. A corporation that is outside the 120-day window after the effective date of its dissolution cannot use this form to revoke.

File Form DBU-9 within 120 days of the effective date of the dissolution you want to revoke. The form states this window itself, and item 2 asks for that effective date, so check it before you start.

The revocation becomes effective on the effective date of the articles of revocation of dissolution. Item 3 asks for the date the revocation was authorized, which is a separate date from the dissolution's effective date. The form prints no processing time.

You can file Form DBU-9 online through CorpOnline or by mail to the DLCP Corporations Division.

• Online: the form notes that many corporate filings are available online. Go to https://corponline.dlcp.dc.gov and sign in with Access DC. Online filings are paid by credit card.
• By mail: send the form and the required payment to Department of Licensing and Consumer Protection, Corporations Division, PO Box 712300, Philadelphia, PA 19171-2300.

A filing fee applies. The form refers you to the Corporate Fee Schedule posted online for the amount; it does not print it. For questions, the form lists the phone number (202) 442-4432.

FillingPDF lets you fill out and download the PDF; submission follows the channels above.