Cobra after last plan participant fired

[Benefits 101]

So company XYZ is slowing going through bankruptcy / asset sales while ramping down their operations. 

The last employee enrolled in the health plan was laid off. There's still about 4 people there, and the doors / wind down might be another 4 to 6 months. 

Is the company required to offer cobra to the last participant? No one else took cobra. 

Since the plan has no participants... Its done, right? There's no health plan for the last employee to enroll into. So why even send out the cobra letter. If he accepts... He has no plan to enroll into. 

[ERISAAPPLE]

If COBRA applies (e.g., more than 20 employees last year), and there are 4 employees covered by the health plan who are staying on to wind down the business, you have to offer COBRA.  It sounds like, however, that there is no plan and that the last 4 people will not be offered a health plan.  In that case, if no plan, no COBRA.   The employer (or bankruptcy trustee, debtor in possession, etc.) should adopt a resolution terminating the health plan in order to document that the plan was in fact terminated.