How to Dissolve a LLC in Georgia (How to legally Close a Georgia Business)
GEORGIA BUSINESS SERVICES CORPORATION Incorporate in Georgia Georgia Professional Corporation Georgia Nonprofit Corporation GA Corporation Foreign Qualification Georgia Corporation Annual Report Georgia Corporation Dissolution LLC Form a LLC in Georgia GA LLC Foreign Qualification Georgia LLC Annual Report Georgia LLC Dissolution OTHER GEORGIA BUSINESS SERVICES Georgia Good Standing Certificate Georgia Apostille Georgia DBA Name Georgia Registered Agent GA Corporation Kit and Seal Georgia Certified Copies GA Business Reinstatement GA Company Name Reservation GA Tax Status Compliance Certificate GA Attorney Good Standing Certificate Georgia Property Deed GA Employer Requirements QUICK ENTRY FORMS Georgia Incorporation Georgia LLC GA Professional Corporation GA Nonprofit Corporation GA Foreign Corporation GA Foreign LLC GA LLC Dissolution GA Corporation Dissolution CORPORATE GLOSSARY   Administrative Dissolution Agent for Service of Process Apostille Apportionment Articles of Incorporation Articles of Organization Assumed Name At Will LLC Authorized Shares B Corporation Benefit Corporation Board of Directors Business Dissolution Business Entity Bylaws Certificate of Existence Certificate of Status Certified Copy Close Corporation Common Stock Conversion Corporate Bylaws Corporate Name Reservation Corporate Stock DBA Disregarded Entity Dividends ESOP Excise Tax Federal Tax ID Ficticious Name Foreign Qualification Franchise Tax General Partnership Good Standing Certificate Incorporator Involuntary Dissolution IRS Form 966 ITIN Limited Liability Company Limited Partnership Liquidation LLC LP Majority Shareholder Meetings Merger Nexus Non-Stock Corporation Nonprofit Corporation Obligated Member LLC Organizer Paid-in Capital Paid-in Surplus Par Value Personal Service Corporation Preferred Stock Privilege Tax Professional Corporation Professional Service Proxy Registered Agent Registered Office Reporting Requirements Revocation S Corporation Series LLC Service Mark Shareholder Sole Proprietor Stated Capital Statutory Agent Stock Certificate Term LLC Trade Name Trademark Trust Trustee Winding Up	What is Georgia LLC Dissolution? A Georgia LLC is created when the GA Secretary of State approves the Articles of Organization. A record of the Georgia LLC is added to the list of LLCs which have officially registered with the Georgia Secretary of State.  Once a LLC is registered with the Georgia Secretary of State, that LLC immediately has both reporting and tax obligations which incur penalties if the obligations are not met by the required deadlines.   more... less... A Georgia LLC is created when the GA Secretary of State approves the Articles of Organization. A record of the Georgia LLC is added to the list of LLCs which have officially registered with the Georgia Secretary of State.  Once a LLC is registered with the Georgia Secretary of State, that LLC immediately has both reporting and tax obligations which incur penalties if the obligations are not met by the required deadlines.   If you've registered a Georgia LLC with the Georgia Secretary of State and want to cease business activities you have to let the GA Secretary of State know that you intend to close your company.  Only after the GA Secretary of State has made sure that all of the obligations of the Georgia LLC have been fulfilled will the Secretary of State approve of the closure of the company. When the Georgia Secretary of State approves the closing of a GA LLC, that Georgia LLC is said to be Dissolved.   The process of Dissolving a Georgia LLC is called Georgia LLC Dissolution. All debts, liabilities and obligations of the Georgia Limited Liability Company must have been paid, discharged or barred. Also there must be no actions pending against the Georgia LLC before the GA Secretary of Stae will approve Dissolution of the Georgia LLC. Why do I need to Dissolve a Georgia LLC? As soon as a Georgia LLC is registered with the GA Secretary of State, that LLC is responsible for recurring obligations of the Georgia Secretary of State and the Georgia Department of Revenue.  If the Georgia LLC does not file reports or pay taxes then that GA Limited Liability Company could be responsible for penalties which go up as time goes by. Unless you Dissolve your Georgia LLC with the Georgia Secretary of State that GA Limited Liability Company will be responsible for all recurring fees and penalties. What do I have to do to Dissolve a Georgia LLC? Georgia LLC Dissolution is one part of a larger process commonly called the "Winding Up" process.   more... less... Georgia LLC Dissolution is one part of a larger process commonly called the "Winding Up" process. There are things you need to do before you can request approval of LLC Dissolution from the Georgia Secretary of State; and things that you have to do after the GA Secretary of State has approved Dissolution of the Georgia LLC.  What you have to do both before and after the Georgia LLC is Dissolved largely depends on if the Georgia LLC has commenced business and how many assets, debts and liabilities, if any, that the GA Limited Liabilty Company has.  If the Georgia LLC has not commenced business then the GA Limited Liability Company Dissolution process is easier. What do I have to do before I Dissolve a Georgia LLC? Things you need to do before you Dissolve a Georgia LLC.   1. Hold a Members meeting and record a resolution to Dissolve the Georgia LLC   2. File all required Annual Registrations with the Georgia Secretary of State   3. Clear up any business debt   4. Pay all taxes and administrative fees owed by the Georgia LLC more... less... 1. Hold a Members meeting and record a resolution to Dissolve the Georgia LLC If the Georgia LLC has any Members then a meeting should be held and a vote to Dissolve the Georgia Limited Liability Company taken. Minutes of the meeting should be recorded and retained in the business records. If the Georgia LLC does not have any Members then the Organizer(s) have to apply for Dissolution of the Georgia LLC. We can transcribe and compile minutes or approvals into a form that is legally recognized by the Georgia Secretary of State. 2. File all required Annual Registrations with the Georgia Secretary of State The Georgia Secretary of State will not approve the Dissolution of a GA LLC until all required reports have been filed. We can file any required Annual Registration with the GA Secretary of State. 3. Clear up any business debts All creditors of a Georgia LLC should be given notice of the pending LLC Dissolution. Each creditor should be given a mailing address to which they may submit claims as well as a deadline by which claims may be submitted. 4. Pay all taxes and administrative fees owed by the Georgia LLC The Georgia Secretary of State will definitely not approve the Dissolution of a Georgia LLC until all outstanding taxes and applicable registration and administrative fees have been paid. less... What do I have to do after I Dissolve a Georgia LLC? Things you have to do after you Incorporate in Georgia.   1. Distribute all remaining assets of the Georgia LLC   2. Close all business bank accounts of the Georgia LLC   3. Cancel all local business licenses and permits   4. File Form 966 with the IRS   5. Cancel the IRS account associated with the GA LLC's Federal Tax ID (EIN) more... less... 1. Distribute all remaining assets of the Georgia LLC If the Georgia LLC has any remaining assets, these may be divided according to the Members' ownership interests in the GA Limited Liability Company.  All distributions to LLC Members must be reported to the IRS. 2. Close all business bank accounts of the Georgia LLC If there are any business accounts that have been opened for the Georgia LLC then those accounts must be closed. If Company Business accounts are left open there may be liability and obligations of the Dissolved Georgia LLC which could lead to legal problems down the line. 3. Cancel all local business licenses and permits of the GA LLC If the Georgia LLC has obtained any state, regional, county or city business licenses or permits, each of those must be cancelled to avoid any reporting or fiscal obligations of the Georgia LLC. This includes business registration licenses as well as reseller permits. 4. File IRS Form 966 Most Dissolved Georgia LLCs must file IRS Form 966 with the US Internal Revenue Service. If a Georgia LLC is required to file IRS Form 966, the filing is required within 30 days after the final Dissolution plan is approved. Filing IRS Form 966 lets the Federal Government know that the Georgia LLC has been legally Dissolved so that it may take the appropriate actions. We can prepare IRS Form 966 for you to file. 5. Cancel the IRS account associated with the GA LLC's Federal Tax ID (EIN) A Federal Tax ID, or Federal Employer Identification Number (EIN), is like the Social Security Number for the Georgia LLC.  Once the IRS links an EIN to a Georgia LLC, that EIN stays with the Georgia LLC even after the Company has been Dissolved by the Georgia Secretary of State. When the IRS processes the final tax return for the Georgia LLC, they automatically make the EIN inactive.  However, the account associated with the EIN is not automatically closed.  Closing the account associated with the EIN lessens the likelihood of any problems with the EIN account, or with the IRS, in the future. If you should decide to revivie the Georgia LLC down the line then the IRS will reactivate the old EIN for your new Business. Before a Georgia LLC can close an EIN account, it must be in Good Standing with the IRS.  The Georgia LLC must have filed all required tax returns and paid any applicable fees and penalties due to the IRS.  The Georgia LLC cannot close its EIN account until the IRS has received payment for any tax amounts the Company may owe. We can prepare the formal documents which you can sign and submit to the IRS in order to close the account associated with your EIN. How long does it take to Dissolve a Georgia LLC? The time it takes to Dissolve a Georgia LLC varies depending on how long it takes to complete the actions that are required in each specific case - holding meetings, closing accounts, distributing assets, etc. Once the initial actions are completed, the Georgia Secretary of State usually takes around 7-10 business days to process the Certificate of Termination.    more... less... The time it takes to Dissolve a Georgia LLC varies depending on how long it takes to complete the actions that are required in each specific case - holding meetings, closing accounts, distributing assets, etc. Once the initial actions are completed, the Georgia Secretary of State usually takes around 7-10 business days to process the Certificate of Termination. Processing times for Georgia LLC Dissolution filings vary depending on the work load of the Secretary of State's staff.  We've found that normal processing of Georgia Dissolution filings takes the state around 7-10 business days. PLEASE NOTE: WE CANNOT GUARANTEE GEORGIA SECRETARY OF STATE PROCESSING TIMES. We are dependent on, and have no control over, the staff and systems of the Georgia Secretary of State . In our experience 7-10 business days is the time it usually takes the Georgia Secretary of State to process a Georgia Dissolution filing. We get your Georgia LLC Dissolution filing to the GA Secretary of State ASAP. Once it is at the state we have no control over the Georgia Dissolution approval process. How much does it cost to Dissolve a LLC in Georgia? The total cost to Dissolve a Georgia LLC varies depending on exactly what is required for each specific GA Dissolution. We charge $224.00 plus any state fees for our Georgia LLC Dissolution services. This includes: Same day processing Transcribe minutes of Members meeting which proposes Dissolution Prepare and file Certificate of Termination with the Georgia Secretary of State Prepare US IRS Form 966 for you to sign and file Prepare documents to cancel Federal EIN account Certified copy of Dissolution filing from GA Secretary of State Priority Mail Delivery of all documents Unlimited Customer Support We also offer these Georgia LLC Dissolution services separately as explained on the right side of this web page. What do I have to do if I want to Dissolve a Foreign LLC that is tied to a GA Domestic LLC? If there are Foreign LLCs in states other than Georgia that are tied to the Domestic Georgia LLC then each of those Foreign LLCs must be Dissolved before the Georgia LLC is legally Dissolved. How long before someone can use my LLC name in Georgia after I Dissolve? The name of an Administratively Dissolved Georgia Limited Liability Company is reserved for a period of 5 years after the date of Administrative Dissolution or until the Georgia LLC is Reinstated by the Georgia Secretary of State, whichever is sooner. A Georgia LLC company name becomes available for anyone to use when the Georgia LLC is voluntarily Dissolved. There are no LLC company name protections in Georgia once a Georgia LLC has been voluntarily Dissolved. Do I have to publish a Notice of Dissolution of the Georgia LLC? There are no state of Georgia requirements for the publication of a Notice of Dissolution of a Georgia LLC. While the Georgia Secretary of State does not legally require the publication of a Notice of Dissolution of a Georgia LLC, publication is a good way to notify anyone who might have a claim against the Georgia LLC.  Evidence of publication might prove useful down the line if someone makes a claim against the GA Limited Liability Company after the Georgia LLC has been dissolved.	GEORGIA LLC DISSOLUTION SERVICES For $224.00 our Georgia LLC Dissolution Services include: Same day processing explain We will start processing your Georgia LLC Dissoltion filing on the same day that you submit your order.  We get your GA LLC Dissolution filing to the Georgia Secretary of State as fast as possible.  Once they get the application, the GA Secretary of State usually takes 7-10 business days to process a Georgia LLC Dissolution filing. Transcribe minutes of Members meeting which proposes Dissolution Prepare and file Certificate of Termination with the Georgia Secretary of State Prepare US IRS Form 966 for you to sign and file Prepare documents to cancel the Federal EIN account linked to the Georgia LLC Certified copy of LLC Dissolution filing from GA Secretary of State Priority Mail Delivery of all documents Unlimited Customer Support A LA CARTE GEORGIA DISSOLUTION SERVICES If you don't need our complete Georgia LLC Dissolution package we offer our Dissolution services separately check the box next to any option, price will be calculated automatically Transcribe Member meeting minutes - $75.00   explain After the decision is made to Dissolve a Georgia LLC, a meeting of all Members of the GA LLC must be held to approve the LLC Dissolution. A majority of LLC Members must approve the Georgia LLC Dissolution plan. The approval actions should be documented and kept in the business records. We will transcribe the minutes of the Member meeting into a format that is legally acceptable in the state of Georgia. We will also compile a formal resolution to Dissolve the Georgia LLC for your records. Prepare and file Certificate of Termination - $75.00   explain As soon as the preliminary Georgia LLC Dissolution actions are completed we will prepare and file the Certificate of Termination with the Georgia Secretary of State in the quickest way possible Prepare IRS Form 966 - $65.00   explain Most, but not all, Dissolved Georgia LLCs must file IRS Form 966 with the US Internal Revenue Service. If you are not sure about your specific IRS Form 966 filing requirements you should contact an accountant. If a Georgia LLC is required to file IRS Form 966, the filing is required within 30 days after the final Dissolution plan is approved. Filing IRS Form 966 lets the Federal Government know that the Georgia LLC has been legally Dissolved. We will prepare IRS Form 966 for you to file. Prepare EIN cancellation documents - $65.00   explain A Federal Tax ID, or Federal Employer Identification Number (EIN), is like the Social Security Number for the Georgia LLC.  Once an EIN is linked to a Georgia LLC by the IRS, that EIN stays with the Georgia LLC even after the Company has been Dissolved by the Georgia Secretary of State. When the IRS processes the final tax return for the Georgia LLC, they automatically make the EIN inactive.  However, the account associated with the EIN is not automatically closed by the IRS.  Closing the account associated with the EIN lessens the likelihood of any problems with the EIN account - or with the IRS - in the future. We will prepare formal documents to get your Georgia LLC's EIN account closed as quickly as possible. Processing fees $224.00 Georgia Dissolution fees $10.00 Optional services $0.00 Total cost $234.00 OUR ADVANTAGE We start processing your Georgia LLC Dissolution order as soon as it arrives. We get your documents to the Georgia Secretary of State in the quickest possible way.  We guarantee our work.  If you're not satisfied with our Georgia Dissolution services we will refund 100% of your processing fees. We've been helping LLCs legally Dissolve in Georgia for over ten years.  Our A+ BBB rating speaks for itself! 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