How To Dissolve An LLC In Delaware

There are many circumstances when the firm decides to end their LLC it means to dissolve their LLC. You have to follow the procedure to dissolve an LLC legally. You cannot just take a decision and close the business. For Delaware LLC Dissolution you have to follow see your operating agreement or you can go for the rules and regulations laid by the secretary of the state. To help you out with a simple procedure for dissolving your LLC I have provided you with a guide that can help you out. If you will not follow the procedure then you will not able to dissolve the LLC officially and it might lead to paying high taxes and penalties.

Delaware LLC Dissolution

If you no longer wish to continue your LLC due to some or another reason. So, It is required to submit a certificate of cancellation/articles of dissolution to the secretary of the state for Delaware LLC Dissolution. For dissolving your LLC you have to conduct a meeting of the member regarding the dissolution. To dissolve the LLC officially follow the following steps.

  • Delaware Operating Agreement Must be Followed
  • Close Your Business Tax Accounts
  • File Articles of Dissolution
  • Filing Fees

Step 1: Delaware Operating Agreement Must Be Followed

As you know that the operating agreement is a document that contains all the necessary details regarding the firm. So, it is also that you would have written the procedure of dissolution in the operating agreement so that must be followed. This is the most important for Delaware LLC Dissolution as it might have information relate to this. For most of the LLC, all the details are being provided in it so follow that. Here are some of the important things that must be there in the operating agreement. 

  • To hold the vote with LLC members for Dissolving the LLC
  • Votes must be recorded in LLC’s meeting minutes
  • The formal date of dissolution must be determined
  • Assets of the LLC must be distributed
  • Set up all the business debts and notify the creditors

Note: If you are not having any dissolution process in the Operating agreement then you should consult the state for instructions.

Step 2: Close Your Business Tax Accounts

As you might know that there are various tax accounts are opened by your LLC, you must close all of them. Before your Delaware LLC Dissolution, you have to close all the accounts. This is the most essential step for the dissolution of an LLC. The different department maintains a different account. As if you don’t close these accounts then it might lead to paying more tax and penalties. We have provided you with the list of some accounts that must be closed before dissolution. Before you close them do clear all the accounts and pay them off.

  • Delaware Franchise Tax
  • Unemployment insurance Tax
  • Employee withholding Tax
  • Delaware Gross Receipt Tax

It is a simple process to close the account by paying them off and filing an appropriate final return. There are some accounts for which you have to provide paperwork to close them. You can hire a certified public accountant for closing all your tax account as they might have all the information regarding it.

Note: If you forget to close down any account and forget to pay off then it may lead to penalties and your LLC will not be closed officially. So make sure to close all before dissolution.

Step 3: File Articles of Dissolution

As to create we file articles of an organization similarly we have to file articles of dissolution for Delaware LLC Dissolution. To dissolve the LLC legally, this is the form that must be filed. Once you complete filing this form and submit it your LLC will be no longer remain legally. There are two ways to file the articles of dissolution in the state of Delaware that is through online and through mail. You have to visit the official portal of the government in order to fill the form online. To file through the mail you have to download the document and send it to the address that is mentioned below. 

Mail or deliver in person to Delaware Division of Corporations 401 Federal Street – Suite 4 Dover, DE 19901

Step 4: Filing Fees

Here comes the last step for Delaware LLC Dissolution.  Here, you have to pay an amount of $200 to the secretary of the state for filing articles of the organization. As we have mentioned above that there are two ways to file articles of an organization that is online and main or in-person. So for those who are filing through an online portal have to pay this amount online at the time of filing and the one who is filing through mail or in-person has to make a check made payable to the secretary of the state and mail it to the below address.

Mail or deliver in person to Delaware Division of Corporations 401 Federal Street – Suite 4 Dover, DE 19901

Note: You can also use a professional service provider to file articles of dissolution on behalf of you. It can be helpful for Delaware LLC Dissolution. He will prepare all the documents and file them for you. You have to provide the service charge for that which is $149 + the state fees.

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