Dissolving Your Corporation or LLC

A dissolution (or cancellation in the case of a limited liability company) is the formal closure of your company. This should be done if the company is no longer in business and you do not plan any future use of the corporation or LLC.

In order to formally end a corporation or LLC, an officer, director or member of the company must file a "Certificate of Dissolution" or "Certificate of Cancellation" with the appropriate state agency(s), after getting shareholder or member approval.

In order to complete a dissolution, the company must be in "Good Standing". This means that the company must have paid it's taxes and filed all required annual reports with the state.

Why do I need to dissolve my company?

In order to legally end your business and make a final distribution of company assets to shareholders and/or creditors, you are required to file a dissolution. If you do not formally dissolve the company, it will still be "active" on the state records (no matter if you are doing any business or not). As such, the company will still be subject to all annual reporting fees and corporate tax payment requirements.

American Incorporators - Dissolution or Cancellation Services

• Check current status of the company with the state of formation.
  
  
• Prepare the Certificate of Dissolution or Cancellation, and any other required state forms.
  
  
• Pay all required dissolution fees and final taxes to the appropriate state agency(s).
  

American Incorporators can have your company dissolved in most states in 3 to 4 weeks. However some states can take over 6 months.

Dissolution Process:

When American Incorporators receives your request to dissolve your corporation or cancel your limited liability company, we will:

• Prepare the Certificate of Dissolution or Cancellation and send it to you for your signature. Most states require that the documents be signed by an officer or director of the corporation or by a member of the Limited Liability Company. We will also send you a list of any outstanding requirements, if any.
  
  
• Once you return the signed documents back to American Incorporators, we will send the signed forms to the appropriate state agency or agencies for filing.
  
  
  
• Once the state has approved the dissolution, and returned the filed documents to American Incorporators, we will forward the completed filed evidence back to you as proof of the filing.
  
  
• If you have previously filed an income tax return for your corporation or LLC, you then need to file a notification of Corporate Liquidation or Dissolution form with the Internal Revenue Service.

If you would like to proceed with the dissolution process, click here. Or, if you would like more information, you can call and speak with one of our specialists at: (866) 421-8416