One of the easiest ways to legalize a business or enterprise in the United States is by creating an LLC, a limited liability company subject to a very simple and quick registration process to complete. However, in the world there is nothing eternal. Your LLC may no longer serve you, you may have gotten a new job, or you may prefer to open a different business or change industries. If you are thinking of dissolving your LLC in Florida, here we tell you everything about it.
If you no longer want to do business with your LLC – and you need to close that chapter in your life – we recommend that you get down to business. If you don’t dissolve an LLC on time, you may have to face certain fiscal responsibilities and fines or even some legal problems.
- 1 How to dissolve an LLC in Florida in three steps
- 2 Frequently Asked Questions About Dissolving an LLC
How to dissolve an LLC in Florida in three steps
For complete the dissolution of an LLC in Florida, just complete these three steps successfully:
#1 Read and follow the steps of the operating agreement
The operating agreement is the law that governs any LLC in Florida. Therefore, the first thing you should do is take your copy and read it carefully. Although the steps you must take to dissolve your LLC will be detailed in that document, the most common are the following:
- Hold a meeting with the members of the LLC and put the matter (the dissolution of the company) to a vote.
- Register the minutes that support the dissolution vote. This document is known as the Assembly or Meeting Minutes of the LLC.
- Set a formal date for the dissolution of the company, that is, what is the term in which the LLC will be closed.
- Notify the creditors of the LLC of the dissolution and pay off any outstanding business debt.
- Distribute the assets of the LLC among the members, including the balance of bank accounts (if any).
Note: Did you read the operating agreement from top to bottom and can’t find a dissolution section in the document? In this case, we advise you to present your case to the authorities of your state. They will tell you what steps you need to take to proceed with closing the business.
#2 Pay taxes owed and ask to be discharged
Every LLC in Florida is registered with tax agencies, either to collect or pay federal and state taxes. Before you can terminate the dissolution of an LLC, you need to pay all the taxes you owe and also the fines, if any.
What tax balances should you review? Well, he Florida employment tax (if your LLC has or has had employees) and sales tax (if it is engaged in the sale of goods or services subject to this tax in Florida). Arguably these are the main two, although there could be more.
How can you ask to be removed from that body so as not to continue generating taxes? For this, you need file a final return with each agency and ready! Generally, this is all you will need to do to close your tax collection account.
Tip: While a final statement is all that is needed to apply for removal from state tax agencies, there are exceptions. Some government agencies may ask you to provide additional documentation to remove yourself as a collection entity or subject to taxation. If you have doubts, we recommend that you hire a certified public accountant.
Warning: You cannot request the cancellation of your tax collection or contribution account if you have an outstanding balance. That’s why you’ll need to review how much you owe in taxes, related fees, renewals, and penalties before dissolving a Florida LLC and paying the full amount due.
#3 Submit the dissolution form at the corresponding agency
To finish, you need fill out an LLC voluntary dissolution form. Once you have presented this document with all the corresponding data and signatures, your company will cease to exist. How to dissolve an LLC in Florida completely? It depends on what you choose. This status allows the filing of what are known as “Articles of Dissolution” by mail or online.
Frequently Asked Questions About Dissolving an LLC
if you still have Doubts about dissolving an LLC in Florida, do not worry! We’ve gathered the most common questions from residents of the Sunshine State in one place so you can get a clear picture.
What is an LLC in the United States?
An LLC is the abbreviation for Limited Liability Company, that is, a limited liability company. In a few words, it is a commercial organization with its own legal personality in which the owners do not respond personally with their property or assets in case the company has debts. In itself, an LLC combines the best of a corporation and a personal firm.
Note: Do you want to create an LLC in Florida? We leave you a complete guide that will help you do it.
How much does it cost to dissolve an LLC in Florida?
This depends on the procedure you choose. If you do it by yourself, either by mail or online, you need to pay a $25 form filing fee and, if you opt for the mail, send all the papers -together with the payment voucher- to the following address:
Division of Corporations
PO Box 6327
Tallahassee, FL 32314
If you don’t want to do this procedure on your own, you can hire the services of a professional. In this case, you could end up paying around $175, including fees, related expenses, and the filing fee.