Thanks. That's what I ended up doing.. Luckily we had great legal council and the partner was kind enough to respond despite the outstanding legal bills we weren't able to settle!

For those interested this is the advice he gave us:

""just turn off the lights", do nothing. In order to formally dissolve, the corporation must pay all franchise taxes and "provide for payment of all liabilities". It costs too much to formally dissolve. There is no founder, officer or director liability to just ceasing business. Let the state dissolve the company. Also, there are no restrictions in starting a company later."