Form 5156 - Request For Tax Clearance Application - Instructions printable pdf download

Instructions for form 5156,

Request for Tax Clearance

to explain why no taxes were due and registration was not

Part 1: General Information – All fIelDs In

required. Include dates of operation and the nature of the

ThIs seCTIon musT Be ComPleTeD

business. You must include attachments with your application

NOTE: If you are selling a business but the sale has not

to substantiate your position in order for it to be fully reviewed.

occurred, the Michigan Department of Treasury (Treasury)

Part 3: sale of Business or Assets has occurred

will provide known or estimated tax liability for the purpose of

establishing a tax escrow. Once the sale is complete, submit a

Complete this section if your business or any of the assets have

new request completing Part 1 and Part 3 to obtain a certificate

been sold.

for the release of the escrowed funds.

NOTE: You must continue to file all returns by their due

Current Business or Corporation Name: Enter the

date until you elect to file a dissolution or withdrawal. A Tax

legal business/corporation name. If the business is a sole

Clearance Certificate for Sale of Business and/or Business

proprietorship, enter the owner’s name here, with the last name

Assets is required when a bulk sale or transfer is made under

first.

the Uniform Commercial Code. A Tax Clearance Certificate

for Sale of Business and/or Business Assets is granted after

Federal Employer Identification Number (FEIN) or

Treasury determines that all Sales, Use, Income Withholding,

Treasury Issued Account Number (TR): Enter the business’

Cigarette, Motor Fuel, Single Business, Michigan Business,

IRS-issued FEIN or Treasury-issued TR number.

and Corporate Income taxes have been paid for the period

Business Street Address/City/State/ZIP Code: Enter the

of operation. When a Tax Clearance Certificate for Sale of

physical business address. (A PO Box is not acceptable in this

Business and/or Business Assets is issued, money held in

field.)

escrow is released and the purchaser is relieved of successor

liability. The seller agrees to keep all books and records of the

Part 2: Corporate Dissolution or Withdrawal

business until they are released by Treasury. The seller is liable

Complete this section if you are dissolving a domestic

for all taxes due from the operation of the business during the

(Michigan) corporation or if you have a foreign corporation

time specified by Treasury.

(incorporated outside Michigan) that is withdrawing from

Does the business operate under a trade name? If your

Michigan. A corporation is any business entity that has filed

business operates under any name other than the legal

and incorporated with the Michigan Department of Licensing

corporation name, check (with an “X”) yes in the appropriate

and Regulatory Affairs (LARA).

box. On the next line, enter the trade name, assumed name, or

NOTE: A Tax Clearance Certificate must be requested from

doing business as name. If your business only operates under

Treasury within 60 days of dissolution or withdrawal of

its legal corporation name, check (with an “X”) no.

business from Michigan.

Are you continuing business activity after clearance

Corporate Identification Number: Enter the business’

under this FEIN or TR number? If you plan to continue

LARA-assigned Corporate Identification Number (CID). This

to operate your business within the State of Michigan, check

number can be located on the annual statements filed with

(with an “X”) yes in the appropriate box. If you do not plan to

LARA or online at

continue operating, check (with an “X”) no. If you have already

submitted a Form 163 to the Registration Unit, enter the

Date Business Discontinued in Michigan: Enter the date

discontinuance date listed on that form. If you have yet to file

your business ceased operations in Michigan. This date

Form 163 with the Registration Unit, attach a completed Form

should reflect the date entered on the Notice of Change or

163 with this application.

Discontinuance (Form 163). If you have failed to complete and

submit Form 163 to the Registration Unit, you must complete

NOTE: The following items should ONLY be filled out if the

and remit Form 163 with this application. In the event your

sale has occurred, not before.

business’ FEIN was never registered with Treasury, you must

Date of Sale of Business or Business Assets to Another

include the last four years of Federal Returns for the business

Entity. Enter the date all or part of the business was sold.

in place of Form 163.

Is money being held in escrow pending receipt of a Tax

Date Incorporated with the State of Michigan through

Clearance Certificate? If money is being held in escrow from

LARA: Enter the date of incorporation. For additional

the sale, check (with an “X”) yes and enter the amount being

information, go to LARA’s Web site:

held.

If the corporation had no tax liability or was not required to

Business Name, Street Address, and FEIN of Purchaser.

Enter purchaser’s legal name, address, and FEIN.

cases, a corporation may not have had any tax liability or may

not have registered for taxes with the State of Michigan. If

your business falls into this category, use the space provided

Form 5156 - Request For Tax Clearance Application - Instructions

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