How Dissolve LLC

Dissolving a company is complicated, and many states require companies to undergo an official dissolution process to close an LLC.. 

The process begins with filing articles of dissolution with the state, essentially the equivalent of incorporation for startups. 

Once you have filed your articles, you’ll be able to dissolve your corporation legally and free up its assets so that they can be distributed according to your organizational structure.

What are the Articles of Dissolution?

The Articles of Dissolution are the document filed with the Florida Secretary of State to dissolve a corporation. 

This is usually done when a corporation no longer exists, but it can also be used for other reasons like transferring ownership or dissolving for tax benefits.

Two separate documents need to be filed: one with the Department of State and another one with the IRS (Internal Revenue Service). 

The Department of State requires an EIN (Employer Identification Number) to process your dissolution request. In contrast, the IRS requires your corporate tax ID number, Social Security Number, and an EIN if you do not have one yet.

After submitting both forms online or mailing them out via mail along with other necessary paperwork such as financial statements from prior years if applicable, we’ll let you know if we need anything else before proceeding any further.”

Articles of Dissolution Filing

To dissolve your LLC, you must file articles of dissolution with the state where your company is based.

You must fill out several steps when filing articles of dissolution:

  • All owners of your LLC must agree to the dissolution
  • and outstanding fees and reports must be filed with government agencies that have jurisdiction over them.
  • The remaining assets should be allocated among owners as agreed upon by all parties involved in the dissolving process. 
  • Alert creditors and third parties who may be affected by ending business dealings with you. It’s also recommended that you notify authorities at both local and state levels regarding any pending filings.

Dissolving a Florida LLC

To dissolve your company in Florida, fill out the Articles of Dissolution with the Department of State and mail them back along with the filing fee. Your articles of dissolution should include the following information: 

The date and the name of your company it was established or incorporated. Whether or not your company is insolvent. Who will be accountable for repaying any debt? Remaining debts after dissolution? The effective date of dissolution.

What to Include in Your Articles

The articles of dissolution must include the following:

  • The name of the corporation.
  • The address of its principal office, if any.
  • The date on which it was formed.
  • The name and address of its registered agent in this state, if any; or if none, then such facts as may enable the secretary of state to determine the same 

A statement that no actions or suits are pending against the corporation in any court and no written claims have been filed against it under Section 140(c) for failure to pay wages alleged due any employee whose claim has been discharged by law; provided, 

however, that this statement shall not be required when there has been a settlement between all parties concerned with such action or suit before applying for dissolution under Section 145(b)(1)(C);

Conclusion

When you’re ready to begin the dissolution process, it’s essential to know what you should include in your articles of dissolution. Here, you can find some good examples on the Florida Department of State website. 

It’s also helpful to understand how your business will be affected by filing these documents.