How to Dissolve a LLC in Texas (How to legally Close a Texas Business)
TEXAS BUSINESS SERVICES CORPORATION Incorporate in Texas Texas Professional Corporation Texas Nonprofit Corporation TX Corporation Foreign Qualification Texas Corporation Annual Report Texas Corporation Dissolution LLC Form a LLC in Texas TX LLC Foreign Qualification Texas LLC Annual Report Texas LLC Dissolution OTHER TEXAS BUSINESS SERVICES Texas Good Standing Certificate Texas Apostille Texas DBA Name Texas Registered Agent TX Corporation Kit and Seal Texas Certified Copies TX Business Reinstatement TX Company Name Reservation TX Tax Status Compliance Certificate TX Attorney Good Standing Certificate Texas Property Deed TX Employer Requirements QUICK ENTRY FORMS Texas Incorporation Texas LLC TX Professional Corporation TX Nonprofit Corporation TX Foreign Corporation TX Foreign LLC TX LLC Dissolution TX 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 Texas LLC Dissolution? A Texas LLC is created when the TX Secretary of State approves the Articles of Organization. A record of the Texas LLC is added to the list of LLCs which have officially registered with the Texas Secretary of State.  Once a LLC is registered with the Texas 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 Texas LLC is created when the TX Secretary of State approves the Articles of Organization. A record of the Texas LLC is added to the list of LLCs which have officially registered with the Texas Secretary of State.  Once a LLC is registered with the Texas 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 Texas LLC with the Texas Secretary of State and want to cease business activities you have to let the TX Secretary of State know that you intend to close your company.  Only after the TX Secretary of State has made sure that all of the obligations of the Texas LLC have been fulfilled will the Secretary of State approve of the closure of the company. When the Texas Secretary of State approves the closing of a TX LLC, that Texas LLC is said to be Dissolved.   The process of Dissolving a Texas LLC is called Texas LLC Dissolution. A Texas LLC must have paid all tax obligations before the Texas Secretary of State will approve Dissolution of the Texas Limited Liability Company. A Good Standing Certificate from the Texas Comptroller must be attached to the Certificate of Termination of the Texas Corporation. Why do I need to Dissolve a Texas LLC? As soon as a Texas LLC is registered with the TX Secretary of State, that LLC is responsible for recurring obligations of the Texas Secretary of State and the Texas Comptroller of Public Accounts.  If the Texas LLC does not file reports or pay taxes then that TX Limited Liability Company could be responsible for penalties which go up as time goes by. Unless you Dissolve your Texas LLC with the Texas Secretary of State that TX Limited Liability Company will be responsible for all recurring fees and penalties. What do I have to do to Dissolve a Texas LLC? Texas LLC Dissolution is one part of a larger process commonly called the "Winding Up" process.   more... less... Texas 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 Texas Secretary of State; and things that you have to do after the TX Secretary of State has approved Dissolution of the Texas LLC.  What you have to do both before and after the Texas LLC is Dissolved largely depends on if the Texas LLC has commenced business and how many assets, debts and liabilities, if any, that the TX Limited Liabilty Company has.  If the Texas LLC has not commenced business then the TX Limited Liability Company Dissolution process is easier. What do I have to do before I Dissolve a Texas LLC? Things you need to do before you Dissolve a Texas LLC.   1. Hold a Members meeting and record a resolution to Dissolve the Texas LLC   2. File all required tax returns with the Texas Comptroller of Public Accounts   3. Clear up any business debt   4. Pay all taxes and administrative fees owed by the Texas LLC more... less... 1. Hold a Members meeting and record a resolution to Dissolve the Texas LLC If the Texas LLC has any Members then a meeting should be held and a vote to Dissolve the Texas Limited Liability Company taken. Minutes of the meeting should be recorded and retained in the business records. If the Texas LLC does not have any Members then the Organizer(s) have to apply for Dissolution of the Texas LLC. We can transcribe and compile minutes or approvals into a form that is legally recognized by the Texas Secretary of State. 2. File all required tax returns with the Texas Comptroller of Public Accounts The Texas Secretary of State will not approve the Dissolution of any TX LLC until that LLC has fulfilled all its tax obligations with the Texas Comptroller of Public Accounts. 3. Clear up any business debts All creditors of a Texas 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 Texas LLC The Texas Secretary of State will definitely not approve the Dissolution of a Texas 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 Texas LLC? Things you have to do after you Incorporate in Texas.   1. Distribute all remaining assets of the Texas LLC   2. Close all business bank accounts of the Texas LLC   3. Cancel all local business licenses and permits   4. File Form 966 with the IRS   5. Cancel the IRS account associated with the TX LLC's Federal Tax ID (EIN) more... less... 1. Distribute all remaining assets of the Texas LLC If the Texas LLC has any remaining assets, these may be divided according to the Members' ownership interests in the TX Limited Liability Company.  All distributions to LLC Members must be reported to the IRS. 2. Close all business bank accounts of the Texas LLC If there are any business accounts that have been opened for the Texas LLC then those accounts must be closed. If Company Business accounts are left open there may be liability and obligations of the Dissolved Texas LLC which could lead to legal problems down the line. 3. Cancel all local business licenses and permits of the TX LLC If the Texas 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 Texas LLC. This includes business registration licenses as well as reseller permits. 4. File IRS Form 966 Most Dissolved Texas LLCs must file IRS Form 966 with the US Internal Revenue Service. If a Texas 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 Texas 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 TX LLC's Federal Tax ID (EIN) A Federal Tax ID, or Federal Employer Identification Number (EIN), is like the Social Security Number for the Texas LLC.  Once the IRS links an EIN to a Texas LLC, that EIN stays with the Texas LLC even after the Company has been Dissolved by the Texas Secretary of State. When the IRS processes the final tax return for the Texas 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 Texas LLC down the line then the IRS will reactivate the old EIN for your new Business. Before a Texas LLC can close an EIN account, it must be in Good Standing with the IRS.  The Texas LLC must have filed all required tax returns and paid any applicable fees and penalties due to the IRS.  The Texas 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 Texas LLC? The time it takes to Dissolve a Texas 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 Texas Secretary of State usually takes around 3-5 business days to process the Certificate of Termination.    more... less... The time it takes to Dissolve a Texas 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. The Texas Secretary of State requires a Tax Clearance Certificate from the TX Comptroller of Public Accounts before it will aprove the Dissolution of a Texas LLC. The time it takes the TX Comptroller of Public Accounts to process a request for a Tax Clearance Certificate depends on the tax status of the Texas LLC. In some cases it could take 5-6 weeks to get a Tax Clearance Certificate from the Texas Comptroller of Public Accounts. Once the initial actions are completed, the Texas Secretary of State usually takes around 3-5 business days to process the Certificate of Termination. Processing times for Texas LLC Dissolution filings vary depending on the work load of the Secretary of State's staff.  We've found that normal processing of Texas Dissolution filings takes the state around 3-5 business days. PLEASE NOTE: WE CANNOT GUARANTEE TEXAS SECRETARY OF STATE OR TEXAS COMPTROLLER OF PUBLIC ACCOUNTS PROCESSING TIMES. We are dependent on, and have no control over, the staff and systems of the Texas Secretary of State or Texas Comptroller of Public Accounts. In our experience 3-5 business days is the time it usually takes the Texas Secretary of State to process a Texas Dissolution filing. We get your Texas LLC Dissolution filing to the TX Secretary of State ASAP. Once it is at the state we have no control over the Texas Dissolution approval process. How much does it cost to Dissolve a LLC in Texas? The total cost to Dissolve a Texas LLC varies depending on exactly what is required for each specific TX Dissolution. We charge $224.00 plus any state fees for our Texas LLC Dissolution services. This includes: Same day processing Transcribe minutes of Members meeting which proposes Dissolution Prepare and file Certificate of Termination with the Texas 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 TX Secretary of State Priority Mail Delivery of all documents Unlimited Customer Support We also offer these Texas 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 TX Domestic LLC? If there are Foreign LLCs in states other than Texas that are tied to the Domestic Texas LLC then each of those Foreign LLCs must be Dissolved before the Texas LLC is legally Dissolved. How long before someone can use my LLC name in Texas after I Dissolve? A Texas LLC company name becomes available for anyone to use when the Texas Limited Liability Company is Dissolved by the Texas Secretary of State. There are no LLC company name protections in Texas once a Texas LLC has been Dissolved by the Texas Secretary of State. Do I have to publish a Notice of Dissolution of the Texas LLC? There are no state of Texas requirements for the publication of a Notice of Dissolution of a Texas LLC. While the Texas Secretary of State does not legally require the publication of a Notice of Dissolution of a Texas LLC, publication is a good way to notify anyone who might have a claim against the Texas LLC.  Evidence of publication might prove useful down the line if someone makes a claim against the TX Limited Liability Company after the Texas LLC has been dissolved.	TEXAS LLC DISSOLUTION SERVICES For $224.00 our Texas LLC Dissolution Services include: Same day processing explain We will start processing your Texas LLC Dissoltion filing on the same day that you submit your order.  We get your TX LLC Dissolution filing to the Texas Secretary of State as fast as possible.  Once they get the application, the TX Secretary of State usually takes 3-5 business days to process a Texas LLC Dissolution filing. Transcribe minutes of Members meeting which proposes Dissolution Prepare and file Certificate of Termination with the Texas 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 Texas LLC Certified copy of LLC Dissolution filing from TX Secretary of State Priority Mail Delivery of all documents Unlimited Customer Support A LA CARTE TEXAS DISSOLUTION SERVICES If you don't need our complete Texas 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 Texas LLC, a meeting of all Members of the TX LLC must be held to approve the LLC Dissolution. A majority of LLC Members must approve the Texas 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 Texas. We will also compile a formal resolution to Dissolve the Texas LLC for your records. Prepare and file Certificate of Termination - $75.00   explain As soon as the preliminary Texas LLC Dissolution actions are completed we will prepare and file the Certificate of Termination with the Texas Secretary of State in the quickest way possible Prepare IRS Form 966 - $65.00   explain Most, but not all, Dissolved Texas 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 Texas 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 Texas 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 Texas LLC.  Once an EIN is linked to a Texas LLC by the IRS, that EIN stays with the Texas LLC even after the Company has been Dissolved by the Texas Secretary of State. When the IRS processes the final tax return for the Texas 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 Texas LLC's EIN account closed as quickly as possible. Processing fees $224.00 Texas Dissolution fees $57.00 Optional services $0.00 Total cost $281.00 OUR ADVANTAGE We start processing your Texas LLC Dissolution order as soon as it arrives. We get your documents to the Texas Secretary of State in the quickest possible way.  We guarantee our work.  If you're not satisfied with our Texas Dissolution services we will refund 100% of your processing fees. We've been helping LLCs legally Dissolve in Texas for over ten years.  Our A+ BBB rating speaks for itself! INCORPORATE OR FORM A LLC IN ANY STATE CORPORATION LLC Alabama Alabama Alaska Alaska Arizona Arizona Arkansas Arkansas California California Colorado Colorado Connecticut Connecticut Delaware Delaware District of Columbia District of Columbia Florida Florida Georgia Georgia Hawaii Hawaii Idaho Idaho Illinois Illinois Indiana Indiana Iowa Iowa Kansas Kansas Kentucky Kentucky Louisiana Louisiana Maine Maine Maryland Maryland Massachusetts Massachusetts Michigan Michigan Minnesota Minnesota Mississippi Mississippi Missouri Missouri Montana Montana Nebraska Nebraska Nevada Nevada New Hampshire New Hampshire New Jersey New Jersey New Mexico New Mexico New York New York North Carolina North Carolina North Dakota North Dakota Ohio Ohio Oklahoma Oklahoma Oregon Oregon Pennsylvania Pennsylvania Rhode Island Rhode Island South Carolina South Carolina South Dakota South Dakota Tennessee Tennessee Texas Texas Utah Utah Vermont Vermont Virginia Virginia Washington Washington West Virginia West Virginia Wisconsin Wisconsin Wyoming Wyoming GET A GOOD STANDING CERTIFICATE IN ANY STATE Alabama Alaska Arizona Arkansas California Colorado Connecticut Delaware District of Columbia Florida Georgia Hawaii Idaho Illinois Indiana Iowa Kansas Kentucky Louisiana Maine Maryland Massachusetts Michigan Minnesota Mississippi Missouri Montana Nebraska Nevada New Hampshire New Jersey New Mexico New York North Carolina North Dakota Ohio Oklahoma Oregon Pennsylvania Rhode Island South Carolina South Dakota Tennessee Texas Utah Vermont Virginia Washington West Virginia Wisconsin Wyoming
All Business Documents, Inc. is not a lawyer or an accountant and provides only document filing and retrieval services under your supervision. All content and design copyright © 2003- All Business Documents, Inc. All Rights Reserved. Privacy Policy Site Map Contact us