How to dissolve an LLC in West Virginia

Step 1: Agree to dissolve

Follow the LLC's operating agreement: most say what vote closes the company. Without one, West Virginia's default rules decide, which usually means the members' consent. Write the decision down, signed by the members or managers, and keep it with the company's records; West Virginia doesn't ask you to file it.

Step 2: Wind up the business

Winding up is the time between the decision and the final filing, when the LLC does only what closing requires:

• finish or hand off its contracts and stop taking new work;
• tell creditors, collect what customers owe, and pay its debts or set money aside for them;
• sell or distribute its property, then pay what's left to the members as the operating agreement says;
• cancel its licenses, permits and any trade name (dba) filings, and close its bank accounts last.

Before West Virginia accepts the filing: File after the LLC has dissolved and wound up: tax and agency filings done, known claims settled, notice published, remaining assets distributed.

Step 3: File final tax returns and get tax clearance

The articles certify that filings with the Department of Tax and Revenue and other state agencies are complete; the Tax Division's free Letter of Good Standing (through MyTaxes) shows it.

On the federal side, a multi-member LLC files a final Form 1065 (check the final return box), a single-member LLC reports its last year on the owner's return, and an LLC with employees files final payroll returns. The IRS doesn't cancel an EIN, but it will close the LLC's account if you write to it.

Step 4: File the Articles of Termination with the West Virginia Secretary of State

What to file: Articles of Termination (Form LLD-9). File online through the West Virginia One Stop Business Portal.

When it takes effect: On a date no earlier than filing and no later than 90 days after.

File online, or open the form or its instructions.

Step 5: Keep the records

Keep the filed Articles of Termination, the members' decision, the final returns and the records of what was paid and distributed. Tax records are usually kept for several years, and the filed document is what shows a bank, a landlord or a court that the LLC closed. On our sister site, the West Virginia company records show each company's status as the state's register lists it.

If you just stop filing

An LLC that stops filing its recurring report isn't closed: West Virginia eventually ends it administratively, but until then fees, penalties and any state tax keep adding up, and an administratively dissolved LLC can usually be reinstated, debts included. Filing the Articles of Termination closes it on your terms and on the record. West Virginia's recurring filing, for reference: $25 each year (due June 30).

Sources

• Lld9 (PDF), sos.wv.gov
• Dissolveterminate WV business, sos.wv.gov
• Request for letter of good standing, tax.wv.gov

Read from the West Virginia Secretary of State's own pages and forms on October 10, 2026.