Building and growing a business is a labor of determination and persistence. You may put so much into the company, and all that’s behind it, but even a great business may reach a final chapter and need to wind up and close.

Or, maybe you opened an LLC for a specific purpose and no longer need it. Whether you want to set up an LLC in Florida or dissolve it, doola will handle all the paperwork for you. Submit the required documents, and we will take care of the rest.

Read on to learn how to dissolve an LLC in Florida.

Understanding LLC Dissolution in Florida

Dissolving an LLC in Florida can make sense for a variety of reasons. If you created an LLC and don’t need it, dissolving it can be the best course of action.

You’ll need to dissolve a Florida LLC when the company is no longer economically viable, if the company’s business purpose is completed, or if you’re moving on to other business ventures. 

Dissolving a Florida LLC is a key step in officially winding up a company’s affairs and closing its standing as a legal business entity.

As long as the limited liability company meets the requirements of 605.0707 of  Florida Statutes, the LLC can voluntarily dissolve by filing articles of dissolution.

You’ll need to e-file Articles of Dissolution with the Florida Division of Corporations or print and mail the Articles of Dissolution.  

Why Dissolve an LLC in Florida?

Business owners need to dissolve an LLC for a variety of reasons. The most common reasons are if you no longer want to operate the LLC or no longer need the LLC.

For example, if you want to pursue another business venture through a different business entity, you could dissolve an LLC you don’t need.

Likewise, if you have multiple LLCs for multiple purposes, dissolving LLCs you don’t use can simplify filings and management. Reasons to dissolve an LLC include:

• The LLC is no longer needed

• Loss of business viability 

• The business is closed 

• Bankruptcy

• If the business is no longer allowed to operate in the US 

Note that if you’re a visa holder who created an LLC, you don’t need to dissolve a Florida LLC that is still in use or has a business purpose, even if you’re no longer in the US. 

How to Dissolve an LLC in Florida in 7 Steps

Dissolving a Florida LLC requires a filing with the Florida Department of Corporations.

In addition, you’ll need to refer to the LLC’s operating agreement regarding the business’s winding up and follow the dissolution procedures outlined in the operating agreement.

Depending on the business’s assets and liabilities, you may need to take additional steps to sell assets or settle debts as part of the dissolution process.  

1. Review Your LLC’s Operating Agreement

The first step in dissolving an LLC is to understand the specific dissolution procedures outlined in your LLC’s operating agreement.

This will typically include key information on member’s ownership of the LLC and their voting rights.

It will also note the signatures, voting, or other legal procedures required to dissolve the LLC. 

2. Vote to Dissolve an LLC

You must meet with all LLC members for most LLCs to discuss and approve the dissolution decision.

According to any guidelines outlined in the operating agreement, this can be done online or in person and may require unanimous agreement. 

3. File Articles of Dissolution

In Florida, Articles of Dissolution voluntarily dissolve a Florida LLC. After filing, the entity will no longer exist.

In Florida, you can e-file the Articles of Dissolution on the Florida Department of Corporations, the Sunbiz website, or through the mail.  

You’ll need to pay a $25 filing fee, which can be paid by credit card, debit card, or with a prepaid Sunbiz e-file account.

You can also request a Certificate of Status, which certifies that the LLC is no longer active on the Division of Corporations’ records. The certificate costs $5. 

Mailing Address for the Articles of Dissolution: 

Registration Section 

Division of Corporations 

P.O. Box 6327 

Tallahassee, FL 32314 

You can also bring the Articles of Dissolution in person, which will be processed while you wait. The street address is:

Registration Section 

Division of Corporations 

The Centre of Tallahassee

2415 N. Monroe Street, Suite 810

Tallahassee, FL 32303

4. Notify Tax Agencies and Pay Remaining Taxes

Ensure you file all necessary tax returns, including income and employment tax returns, with the appropriate tax authorities. Businesses do not need to secure tax clearance when dissolving in the state of Florida. However, the company must pay all its tax obligations due to dissolution. 

When filing taxes with the IRS, you must check the final return box on your company’s federal tax forms. Consulting a tax professional to complete these filings accurately can ensure all forms are correctly filled out. 

5. Inform Creditors and Settle Existing Debt

The business will need to settle all debt as part of the dissolution. Make a plan to pay off all credit card debt or loans. You should also notify creditors and close any lines of credit as part of dissolving an LLC to close the business credit history.  

6. Wind Up Other Business Affairs

Depending on the nature of the business, you may need to sell machinery, inventory, or assets. You must also inform suppliers, customers, and other key stakeholders.

If you have employees, you must inform them and make relevant plans for a severance package, letters of recommendation, or new job opportunities. 

You’ll also want to close business bank accounts, cancel business licenses, and close any other business accounts or lines of credit.

If you used a Florida registered agent service, you must inform the registered agent and cancel the service. 

7. Distribute Remaining Assets

The LLC operating agreement outlines the distribution of assets, including the percentage of each LLC member. Once all debts, obligations, and tax liabilities have been settled, you can distribute the remaining assets among the LLC members to finalize the company dissolution. 

How Much Does It Cost to Dissolve an LLC in Florida?

It costs $25 to file the Articles of Dissolution in the state of Florida. If you want a Certificate of Dissolution, it costs an additional $5. You can pay by credit card, debit card, or prepaid Sunbiz e-file account.

Should I Dissolve My LLC Myself or Hire an LLC Dissolution Service in Florida?

It’s possible to dissolve an LLC yourself, and if you have the time, you can oversee all the steps of company dissolution. However, as a business owner, getting professional help can save you both time and money, even in company dissolution. 

If the LLC has outstanding debt, outstanding taxes to file, or significant physical assets to distribute or sell as part of the dissolution process, getting professional help can simplify the process.

Even with a simple dissolution, it can be more advantageous to seek professional assistance.

Consult a formation expert from doola for a professional dissolution service to handle the dissolution for you so you can focus on new opportunities. 

How doola Can Help Dissolve a Florida LLC

Wrapping up business operations, dealing with employees and other obligations of closing a business, and dealing with dissolution paperwork can be an additional burden. You can reach out to doola for customized LLC dissolution services. 

Sign up with us today to start your LLC dissolution in no time! You just need to create an account and upload basic information about your company. Then, doola will prepare the articles of dissolution and get back to you if any additional information is needed.

When Florida confirms the dissolution, we will inform you immediately.

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