US company dissolution, done properly
Close your US company the right way
We handle the full closure of a US LLC or corporation: state filings, final federal and state tax returns, overdue annual reports and IRS account closure. For founders in the US and abroad.
Dissolution cost estimator
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Everything a clean closure needs
Three parts, one project, one fixed price.
Your state checklist
We check the state record, list every missed report and fee, and send a step-by-step plan with the exact state costs.
Final tax returns
Final federal and state returns, including Form 5472 for foreign-owned LLCs, prepared with a licensed preparer and marked final.
Every account closed
The dissolution filing, then EIN, state tax accounts, registered agent and licenses, closed in the right order with confirmations.
What dissolving a company involves
Closing a company properly is a sequence of filings that must happen in the right order. Here is the full picture.
Step 1
Approve the dissolution
The owners or board vote to close the company and record that decision in writing.
Step 2
Catch up overdue state filings
Missed annual reports and franchise taxes must be filed and paid before most states accept a dissolution.
Step 3
File final federal and state tax returns
The last income tax returns are marked as final. Payroll and sales tax accounts are closed too.
Step 4
File the dissolution with the state
Articles of dissolution or a certificate of cancellation are filed with the state where the company was formed.
Step 5
Close every account
The IRS EIN account, state tax accounts, registered agent service, bank accounts and licenses are closed in the right order.
Step 6
Settle and distribute
Debts are paid, creditors are notified where required, and remaining assets are distributed to the owners.
Your checklist depends on five things
There is no single dissolution checklist. These five facts about your company decide which filings, fees and clearances apply.
- Formation state
- Each state has its own forms, fees, tax clearance rules and timelines. Delaware, Wyoming, New York and California all differ.
- Year of formation
- The longer a company has existed, the more annual reports, franchise tax periods and tax returns need to be accounted for.
- Missed federal tax filings
- Unfiled federal returns must usually be filed before the IRS will close the account. Foreign-owned LLCs also have Form 5472 obligations.
- Missed state filings and annual reports
- States charge late fees and may have administratively dissolved the company, which changes the steps needed to close it cleanly.
- Where the owner lives
- Non-US owners have extra federal reporting and cannot always sign or notarize documents the same way US-based owners can.
How it works
STEP 1
Tell us about the company
State, formation year, what has been filed, and where the owners live. Five minutes.
STEP 2
Get a checklist and a quote
A step-by-step plan with a fixed service fee and the state fees listed at cost.
STEP 3
We file and close everything
Catch-up filings, final returns, the dissolution and account closures, with updates until the last confirmation.
Built for three kinds of owners
Whatever state the company is in, and wherever you are.
US-based founders
You want the company closed correctly without learning every state rule yourself.
Non-US founders
You formed a US company from abroad and need the extra federal reporting handled and signatures coordinated remotely.
Dormant companies
The company has years of missed reports and returns and you want the catch-up and closure done in one project.
Frequently asked questions
- What does it mean to dissolve a US company?
- Dissolution is the formal legal process of closing an LLC or corporation. It involves owner approval, filing final tax returns, filing dissolution paperwork with the formation state, and closing federal and state accounts so no further taxes, fees or penalties accrue.
- Can I just stop using my company instead of dissolving it?
- No. A company that is simply abandoned keeps accruing state fees, franchise taxes and penalties, and the IRS still expects returns. Formal dissolution stops those obligations and protects the owners from future liability.
- How long does dissolution take?
- A company in good standing can usually be closed in two to eight weeks, depending on the state. Companies with missed filings take longer because the catch-up filings must be processed first.
- Does CloseWise work with non-US owners?
- Yes. Many of our clients live outside the United States. We handle the extra federal reporting that applies to foreign-owned companies and coordinate signatures remotely.
Ready to close your company?
Share the state, the formation year and what has been filed. We reply within one business day with a checklist and a fixed quote.