How to Dismantle an LLC

Limited liability companies (LLC) can last perpetually or end at a specific date. However, if the company has run its course or business has simply dried up, dismantling the LLC is in order. An LLC dismantles through a process called "dissolution." This process is set forth in the state statute governing LLCs. While state laws may differ slightly, the basic process to dissolve an LLC remains roughly uniform.

Instructions

    • 1

      Read the LLC operating agreement. This document governs the relations of the members and should contain provisions relating to dissolution of the LLC. A certain number of members may need to vote in favor of the dissolution, for example, and the number and procedure for the vote should appear in the operating agreement. If no provisions exist, the members can decide how to vote on dissolution, such as requiring a simple majority vote.

    • 2

      Pay off existing debts, complete any outstanding work and stop taking orders for new work. Notify your creditors and business partners you are closing the business.

    • 3

      Publish notice of your intent to close the LLC in a newspaper that circulates regularly through the community. The notice should list the date for dissolution and the procedure for notifying the company about any outstanding claims.

    • 4

      File the articles of dissolution with your state's business corporations division. These forms are state-specific; find them at your secretary of state's office or website.

    • 5

      Distribute any remaining assets among the LLC members according the rules in the operating agreement. Often, assets are distributed based on ownership percentage.

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