Close Your US LLC Properly: Dissolution Done Right

Why Formal Dissolution Matters

If you're done with your US LLC, you can't simply stop using it and hope it goes away. Unless you formally dissolve the entity, you remain on the hook for:

• Annual state reports and renewal fees (even if you have zero revenue)
• Registered agent fees, every year
• Franchise taxes in states like Delaware and California
• IRS Form 5472 + Pro Forma 1120 filings — with $25,000 penalties for missing them
• Compounding late fees and penalties as those obligations pile up

When Should You Dissolve?

Formal dissolution is the right move if any of the following applies:

• You're no longer using the LLC for any business activity
• You've pivoted to a different entity or country
• The business didn't work out and you want to stop the annual costs
• You're consolidating multiple LLCs into one
• You want to cleanly retire the company name and EIN

The Dissolution Process

Properly closing an LLC takes more than one filing. Here's what we handle for you:

1. Status check: We verify the LLC is in good standing first (if it's not, we handle reinstatement first — required in most states before dissolution).
2. Member authorization: Prepare the required written consent from members to dissolve the LLC.
3. File Articles of Dissolution: The official document filed with the Secretary of State that ends the LLC's legal existence.
4. Cancel registered agent: Terminate the registered agent appointment to stop future billing.
5. Close state accounts: Handle any final state obligations (franchise tax account closures, etc.).
6. Final IRS filing guidance: Advise on the final Form 5472 + 1120 filing marked "Final" — required in the year of dissolution.

Our LLC Closing Service

What We Need From You

1. Your LLC name and state of formation
2. EIN (Tax ID number)
3. Current member information
4. Confirmation that all US business activity has stopped
5. Copy of your passport (for verification)

Common Questions

Do I still need to file IRS Form 5472 for my final year?

Yes. You must file a final Form 5472 + Pro Forma 1120 marked "Final Return" for the year you dissolve. This is required by the IRS and skipping it can still trigger the $25,000 penalty. We can handle this filing for $170 as a separate service.

What about my US bank account?

You should close your US business bank account (Relay, Mercury, Wise, etc.) before dissolution. Transfer out any remaining funds and notify the bank that the business is being dissolved. Most banks close the account quickly once notified.

Can I reopen the LLC later?

Once formally dissolved, the LLC is permanently closed. If you want to do business again later, you'd need to form a brand new LLC — with a new EIN. That's why dissolution should be a clear decision, not a temporary pause.

What if I have outstanding contracts or debts?

Settle all business obligations before filing dissolution. Most states require you to notify known creditors and resolve claims. We'll walk you through this step as part of our service.

How long does dissolution take?

Typical timeline is 2-4 weeks from the date we file, depending on the state's processing speed.

Dissolve vs Reinstate — Which Do You Need?

If your LLC is currently in good standing and you want to shut it down, you need dissolution ($100).

If your LLC has already been administratively dissolved by the state due to missed filings and you want to revive it, you need reinstatement ($290).

If your LLC was administratively dissolved but you want to close it out completely (not revive it), message us on WhatsApp — we'll assess your specific state and advise whether reinstatement-then-dissolution or a simpler path applies.