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Making the decision to close a business can be a tense and stressful time—but closing your LLC with the state doesn't need to be. If you registered your LLC in Florida, you can easily dissolve the entity online when you're ready to close up shop.[1] Here, we've gathered answers to some of your most common questions about closing an LLC in Florida so you can take care of it as quickly as possible and move on.
Steps
Question 1
Question 1 of 10:What do I need to do before I close my LLC with the state?
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1You can do business winding-up activities either before or after you close. Your LLC is officially closed when you file your articles of dissolution with the state. However, the business still exists for the purposes of winding-up activities. It's really up to you whether you do all these things before or after you file the paperwork with the state. Just keep in mind that some LLCs take several months to wind up. Here are some winding-up activities you might need to do:[2]
- Dissolve your LLC in any other states where you did business
- Pay your final payroll taxes if you have employees
- Close and settle vendor accounts
- Liquidate your final inventory
- Cancel any business licenses and leases
- Complete and file the LLC's final tax returns
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Question 2
Question 2 of 10:Do I have to hire a lawyer to dissolve my LLC?
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1No, but it's a good idea to hire one to look over your final paperwork. The process of winding up an LLC can get complicated in and of itself—it can definitely be more complex to close a business than to start one. It's to your advantage to have a lawyer help you out so you can make sure everything's done correctly. Otherwise, you could end up being personally responsible for debts of the business down the line.[3]
- Look for a local attorney who has experience winding up LLCs that are similar in size and scope to yours. They'll typically know exactly what you need to do and can help you set up a timeline.
- If your LLC is relatively simple and you don't have any partners, you can probably take care of it on your own. For example, if you started an LLC to work through with clients when you were freelancing and you don't do any freelance work anymore, you probably don't need to worry about hiring a lawyer.
Question 3
Question 3 of 10:What documents do I need to close my LLC?
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1Technically, all you need is a Statement of Termination. You'll also see this referred to on the Secretary of State's website as "Articles of Dissolution." You can download the official form at http://form.sunbiz.org/pdf/cr2e048.pdf if you want to look it over before you file. That way, you can get together the information you need before you sit down to fill it out.[4]
- Along with the Statement, there's an optional form titled "Notice of Limited Liability Company Dissolution." This form allows you to specify where any outstanding claims against your LLC (such as for debts owed) must be filed. Once you file this notice, any claims against your LLC are barred unless they're filed with the court within 4 days of the date you file the notice.
- The Notice is optional, but it's a good idea to go ahead and fill it out just in case. It doesn't cost anything to file it if you do so when you file your Statement of Termination. But if you wait, you'll have to pay another $25 to file it.
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Question 4
Question 4 of 10:How much does it cost to close an LLC?
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1As of 2021, it costs $25 to file a Statement of Termination. This is the only required fee to close an LLC. If you want a copy of the certificate of status, which certifies that your LLC is no longer active, request the certificate and pay another $5. This certificate isn't required, but some institutions, such as your bank, might request it.[5]
- You can also get a certified copy of the certificate of status for $30. If an institution your LLC works with has indicated they need a certificate of status, find out if it needs to be certified before you file to dissolve your LLC.
Question 5
Question 5 of 10:Can I close my LLC on Sunbiz?
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1Yes, you can close your LLC through your LLC's Sunbiz account. Go to https://efile.sunbiz.org/dissolveLLC.html and enter the document number for your LLC's Articles of Organization to get started. Simply fill out the statement and submit it online.[6]
- Typing your name on the form serves as your signature.
- Pay your filing fee and any other fees for a certificate of status or certified copies using a major credit or debit card.
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Question 6
Question 6 of 10:What if I don't want to dissolve my LLC online?
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1You can also print the Statement of Termination and mail it in. Download the form at http://form.sunbiz.org/pdf/cr2e048.pdf. You can either fill it out on your computer or print it and fill it out by hand. Print out the form, sign it, and mail it along with a check for your fees, made it to the "Florida Department of State." Use the following address:[7]
- Registration Section
Division of Corporations
P.O. Box 6327
Tallahassee, FL 32314
- Registration Section
Question 7
Question 7 of 10:Where can I find the Florida document number?
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1Search on the Sunbiz website to find your document number. Go to http://search.sunbiz.org/Inquiry/CorporationSearch/ByName and enter the name of your LLC. This is usually the quickest way to bring up your record, although you can also search by registered agent or EIN.[8]
- If you hired a registered agent services company to serve as your registered agent, it's probably not a good idea to search by that name—you'll likely pull up hundreds of records that you'll have to sift through to find your LLC.
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Question 8
Question 8 of 10:How long does it take to process the dissolution?
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1If you file online, it takes 2-3 business days for your dissolution to post. If you've mailed in a paper copy, it may take another week or so for the form to be processed and posted on Sunbiz. Check Sunbiz to find out the status.[9]
- The easiest way to look up your business records is to go to https://dos.myflorida.com/sunbiz/search/ and search by your EIN or the document number of your Articles of Organization.
Question 9
Question 9 of 10:When will the dissolution take effect?
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1The dissolution can take effect on a date of your choosing. By default, your LLC will be dissolved on the date that your articles of dissolution are filed. If you want, though, you can always specify a date you want the dissolution to take effect. Choose this option if you want to dissolve your LLC on a specific date that's later than the date of filing.[10]
- For example, suppose you go ahead and file your articles of dissolution on March 15, but you don't plan on officially closing your business until June 1. You would list June 1 as the date on your form and that would be the date the dissolution would take effect.
- If you're mailing in your forms, it might be a good idea to specify a date just so you know the exact end date. Otherwise, you're not going to know when the dissolution is done until it shows up on Sunbiz.
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Question 10
Question 10 of 10:What do I do with my LLC's tax ID number?
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1Close your business account with the IRS after you've paid your final taxes. Send a letter to the IRS along with the notice you got when you were assigned the EIN (if you still have it). In the letter, include the complete legal name of your business, your business's EIN, your business's address, and the reason you want to close the account. Mail your letter to the following address:[11]
- Internal Revenue Service
Cincinnati, OH 45999
- Internal Revenue Service
References
- ↑ https://dos.myflorida.com/sunbiz/manage-business/dissolve-withdraw-business/efile-llc-dissolution/
- ↑ https://www.score.org/resource/how-properly-dissolve-your-llc
- ↑ https://dos.myflorida.com/sunbiz/manage-business/dissolve-withdraw-business/efile-llc-dissolution/
- ↑ http://form.sunbiz.org/pdf/cr2e048.pdf
- ↑ https://dos.myflorida.com/sunbiz/manage-business/dissolve-withdraw-business/efile-llc-dissolution/
- ↑ https://dos.myflorida.com/sunbiz/manage-business/dissolve-withdraw-business/efile-llc-dissolution/
- ↑ http://form.sunbiz.org/pdf/cr2e048.pdf
- ↑ https://dos.myflorida.com/sunbiz/manage-business/dissolve-withdraw-business/efile-llc-dissolution/
- ↑ https://dos.myflorida.com/sunbiz/manage-business/dissolve-withdraw-business/efile-llc-dissolution/










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