How to dissolve an LLC

The steps in every state

1. Agree to dissolve as the operating agreement provides, usually by a vote of the members, and put the decision in writing.

2. Wind up: finish or hand off contracts, tell creditors, collect what's owed, pay debts, and distribute what's left to the members.

3. Settle taxes: file final federal and state returns and close tax accounts. Arkansas, Delaware, New Hampshire, Pennsylvania, Rhode Island, Tennessee, Texas and West Virginia also want a tax clearance or proof that taxes are paid.

4. File the state's closing document with its business filing office: articles of dissolution, a certificate of cancellation or termination, or a statement of dissolution, depending on the state.

5. Keep the records: the filed document, the members' decision and the final returns.

What each state files and charges

Fees are the state's filing fees only, from each office's forms and fee schedules, read on October 10, 2026. "Unconfirmed" means we read the fee only through a listing because the office's site wouldn't load for us: check it before you pay.

Why dissolve instead of letting it lapse

An LLC that simply stops filing stays on the register, and its annual fees, penalties and any state tax keep running until the state dissolves it administratively. That can take a year or more, and the owners may still owe what built up. A voluntary dissolution ends those obligations on a date you choose, puts the closing on the public record, and in most states starts a deadline for claims against the company.