How do I dissolve an LLC I no longer need?

Question

Enformly · Accepted Answer

To formally close an LLC, file Articles of Dissolution with the state, settle outstanding debts and taxes, file a final federal and state tax return, and cancel the EIN with the IRS. Skipping these steps keeps fees accruing.

The order matters. Internally, first pass a member vote to dissolve (or follow the trigger in your operating agreement). Then notify known creditors, pay or settle debts, and distribute remaining assets to members.

File Articles of Dissolution (sometimes called a Certificate of Cancellation) with the state where the LLC was formed, plus any foreign-registration states. Each dissolution filing has its own fee.

File a final IRS Form 1065 or Form 1040 Schedule C marked 'final return,' then mail the IRS a cancel-EIN letter. Without it, the IRS keeps the EIN active and expects continued filings.

Do not simply abandon the LLC. 'Just stopping' leaves annual fees accruing, may result in administrative dissolution that still damages your credit and reputation, and can expose you personally for unfiled taxes.