How to Dissolve an LLC in California [+ All Other 49 States]

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How to Dissolve an LLC in California [+ All Other 49 States]

So you want to dissolve your LLC, and you're not sure where to start. What's next?

Here, learn how to dissolve an LLC in California (and all 49 other states!) with the help of our drop-down menu below. Just select the state you're in and you'll find all the dissolution information you need to know.

Text for filling a dissolution on your LLC with Incfile

Why Dissolve an LLC?

There are plenty of reasons why you might want to dissolve an LLC, and not all of them are negative.

In addition to unfortunate reasons such as losing financial viability, you could choose to dissolve your business in order to:

  • prepare for retirement;
  • close your business;
  • start a new business venture; or
  • split away from your LLC's other owners and forge your own path.

As you can see, not all reasons for dissolving an LLC are unpleasant ones. But the question remains, how do you go about doing so to begin with?

How to Dissolve an LLC in California (and Every Other State)

No matter your reasoning, dissolving a business is a bittersweet affair, and the last thing you want to do is approach the process with uncertainty.

To help ensure your dissolution goes as smoothly as possible, we've gathered everything you need to know about dissolution. First, use our drop-down menu to select any state to see the dissolution steps. Then keep reading to learn more about how to dissolve an LLC in California.

Search by State (e.g. Alabama)
Alabama
Alaska
Arizona
Arkansas
California
Colorado
Connecticut
Delaware
Florida
Georgia
Hawaii
Idaho
Illinois
Indiana
Iowa
Kansas
Kentucky
Louisiana
Maine
Maryland
Massachusetts
Michigan
Minnesota
Mississippi
Missouri
Montana
Nebraska
Nevada
New Hampshire
New Jersey
New Mexico
New York
North Carolina
North Dakota
Ohio
Oklahoma
Oregon
Pennsylvania
Rhode Island
South Carolina
South Dakota
Tennessee
Texas
Utah
Vermont
Virginia
Washington
Washington DC
West Virginia
Wisconsin
Wyoming
Track Status

Select your state above.

And see results over here

Location_01
Alabama
Form
Fee
$100
Make sure you have your
Alabama Entity ID Number; Date the Certificate of Formation was filed
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Fill out form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Alaska
Form
Fee
$25
Make sure you have your
Alaska Entity Number
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Follow your operating agreement or get all members' consent in writing.
  • Make the date of the Articles of Organization available online in the entity’s corporate record.
  • Fill out form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Arizona
Form
Fee
$35
Make sure you have your
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Apply and distribute all of the LLC's known properties and assets.
  • Fill out form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Arkansas
Form
Articles of Dissolution (not available online)
Fee
$50
Make sure you have your
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Fill out forms & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
California
Form
Fee
$0 (optional $5 certification fee)
Make sure you have your
12-digit Entity Number
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • File your final tax return with the Franchise Tax Board.
  • Fill out form.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Colorado
Form
Fee
$10
Make sure you have your
ID number
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Fill out form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Connecticut
Form
Fee
$0
Make sure you have your
N/A (only general information required)
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Fill out form.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Delaware
Form
Fee
$200
Make sure you have your
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Fill out form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Florida
Form
Fee
$25
Make sure you have your
Document number
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Fill out form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Georgia
Form
Fee
$10
Make sure you have your
Control number
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Fill out form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Hawaii
Form
Fee
$25
Make sure you have your
Notice of intent to terminate, if applicable
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Distribute any remaining properties and assets among the LLC's members.
  • Fill out form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Idaho
Form
Fee
$20
Make sure you have your
Date of originally filing the LLC's certificate of organization
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Fill out form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Illinois
Form
Fee
$5
Make sure you have your
File number
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Fill out form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Indiana
Form
Fee
$30
Make sure you have your
Date of organization
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Fill out form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Iowa
Form
Fee
$5
Make sure you have your
N/A (only general information required)
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Fill out form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Kansas
Form
Fee
Not stated
Make sure you have your
Business entity ID number
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Fill out form & pay any applicable fees.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Kentucky
Form
Fee
$40
Make sure you have your
N/A (only general information required)
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Fill out form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Louisiana
Form
Fee
$100
Make sure you have your
Notary public secured
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Fill out form, get it notarized & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Maine
Form
Fee
$75
Make sure you have your
Original date of formation
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Fill out form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Maryland
Form
Fee
$0
Make sure you have your
State Department of Assessments and Taxation (SDAT) ID number, if known
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Designate a Maryland resident who will serve as Resident Agent for one year after termination.
  • Fill out form.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Massachusetts
Form
Fee
$100
Make sure you have your
Original date of filing; Federal EIN (if applicable)
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Fill out form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Michigan
Form
Fee
$10
Make sure you have your
Identification number assigned by the state
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Fill out form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Minnesota
Form
Fee
$35
Make sure you have your
Accompanying Notice of Dissolution
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Fill out form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Mississippi
Form
Fee
$50
Make sure you have your
Business ID
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Fill out form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Missouri
Form
Fee
$25
Make sure you have your
Charter number; original date of organization
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • File a Notice of Winding Up if you haven't already (additional $25 fee applies).
  • Fill out form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Montana
Form
Fee
$0
Make sure you have your
N/A (only general information required)
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Choose an agent to receive service of process after dissolution.
  • Fill out form.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Nebraska
Form
Fee
$30
Make sure you have your
N/A (only general information required)
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Fill out form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Nevada
Form
Fee
$100
Make sure you have your
Entity or Nevada Business Identification Number (NBIN)
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Fill out form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
New Hampshire
Form
Fee
$35
Make sure you have your
N/A (only general information required)
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Request a Certificate of Dissolution from the Department of Revenue Administration (additional $30 fee applies).
  • Fill out cancellation form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
New Jersey
Form
Fee
Not stated
Make sure you have your
New Jersey business entity ID number
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Fill out form & pay any applicable fees.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
New Mexico
Form
Fee
$25
Make sure you have your
Business ID number; Original date of organization
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Resign the LLC as a registered agent in New Mexico by sending notice to the Secretary of State (no official form required).
  • Fill out form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
New York
Form
Fee
$60
Make sure you have your
Original date of organization
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Fill out form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
North Carolina
Form
Fee
$30
Make sure you have your
North Carolina Secretary of State ID number (optional but recommended)
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Fill out form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
North Dakota
Form
Fee
$20
Make sure you have your
Date of organization; Federal ID number
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Fill out form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Ohio
Form
Fee
$50
Make sure you have your
Registration number
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Fill out form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Oklahoma
Form
Fee
$50
Make sure you have your
Original date of organization
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Fill out form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Oregon
Form
Fee
$100
Make sure you have your
N/A (only general information required)
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Fill out form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Pennsylvania
Form
Fee
$70
Make sure you have your
N/A (only general information required)
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Distribute all the remaining properties and assets among the LLC's members.
  • Fill out form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Rhode Island
Form
Fee
$50
Make sure you have your
Entity ID number
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Confirm with the Rhode Island Division of Taxation that all tax obligations have been satisfied.
  • Fill out form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
South Carolina
Form
Fee
$10
Make sure you have your
Original date of organization
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Fill out form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
South Dakota
Form
Fee
$10
Make sure you have your
Business ID
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Fill out form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Tennessee
Form
Fee
$20 per form
Make sure you have your
Secretary of State Control Number
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Fill out forms & pay fees.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Texas
Form
Fee
$40
Make sure you have your
File number
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Complete winding up procedures as per Texas' Business Organizations Code.
  • Obtain Certificate of Account Status from the Texas Comptroller of Public Accounts (request form available).
  • Fill out form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Utah
Form
Fee
$0
Make sure you have your
Entity number
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Fill out form.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Vermont
Form
Fee
$20
Make sure you have your
N/A (only general information required)
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Fill out form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Virginia
Form
Fee
$25
Make sure you have your
State Corporation Commission ID number
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Distribute remaining properties and assets among the LLC's members.
  • Fill out form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Washington
Form
Fee
$0
Make sure you have your
Unified Business Identifier (UBI) number
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Fill out form.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Washington DC
Form
Fee
$220
Make sure you have your
Date of organization
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Distribute any remaining properties and assets among the LLC's members.
  • Fill out form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
West Virginia
Form
Fee
$25
Make sure you have your
N/A (only general information required)
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Fill out form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Wisconsin
Form
Fee
$20
Make sure you have your
N/A (only general information required)
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Fill out form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact
Location_01
Wyoming
Form
Fee
$60
Make sure you have your
N/A (only general information required)
Steps to dissolve your LLC
  • Ensure company is in good standing.
  • Fill out form & pay fee.
  • Notify any banks, creditors, licensors, other state agencies and the IRS.
For more information, contact

Here's how to dissolve an LLC in California (these steps apply to most other states, too):

1. Ensure the Company Is in Good Standing

As is the case in all states, California doesn't allow LLCs to dissolve if they're not in good standing. In other words, your business must have:

  • Been properly registered with the state
  • Paid its taxes and fees
  • Filed all necessary forms
  • Complied with any other LLC-related regulations

Note that you don't necessarily need a Certificate of Good Standing (known as a Certificate of Status in California) in order to actually be in good standing. However, having a recent one on hand can make it faster and easier to prove as much.

2. File Your Final Tax Return

When you dissolve an LLC in California, you're also required to file your final tax return with the Franchise Tax Board (FTB).

To do so:

  • File all overdue tax returns and pay all due balances.
  • File a final tax return for the current year. Check the box marked "Final Return" on the first page, and write "final" at the top of the first page.
  • Stop doing or transacting business in California after the final taxable year.

3. Fill Out the Certificate of Dissolution

Now you can finally move on to filling out the Certificate of Dissolution for your California LLC.

California is one of the few states that doesn't require you to pay a fee in order to dissolve your company, so no need to write a check or break out your credit card. If you want to get an official Certificate of Dissolution, though, you will need to pay a $5 fee.

Remember to double-check that your 12-digit entity number is correct before submitting the form.

4. Notify Other Organizations

In the final step of the dissolution process, you'll need to tie up all your business's loose ends by notifying all relevant organizations you're involved with. These can include:

And of course, don't forget to alert your clients and employees of the company's upcoming dissolution, too.

FAQs About Dissolving an LLC

Learn the answers to your most burning questions about dissolving your LLC.

How much does it cost to dissolve an LLC in California?

With every California LLC being required to pay an annual tax of $800 minimum, the Golden State isn't exactly known as a cheap place to do business.

So, it may come as a pleasant surprise that there's no fee associated with filing a Certificate of Dissolution in California.

What happens to assets when an LLC is dissolved?

Before an LLC can be dissolved, it must first "wind up" its business. This includes paying off outstanding debts, fulfilling its remaining obligations and distributing its assets among its members.

If you created an operating agreement when forming your LLC, this process should be relatively straightforward and painless.

What else do I need to close my LLC?

It's important to remember that filing dissolution documents isn't the only step of the process.

In order to fully dissolve your LLC and avoid incurring unnecessary fees, you'll also need to cancel any existing business licenses and permits, close your tax accounts, close your business bank accounts and more.

We recommend checking your state's specific LLC dissolution policies to make sure you don't miss any steps.

Make Dissolving Your LLC a Breeze with Incfile

The process of dissolving an LLC is never a fun one, but that doesn't mean it has to be a Herculean task.

If you want to dissolve your business as easily and efficiently as possible, Incfile's dissolution service can help. We'll file the dissolution paperwork for you, so you can get back to planning the next step in your entrepreneurial journey.

Text for filing a dissolution for your llc with incfile and an illustration of a lightbulb woman holding paperwork

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