What is Utah LLC Dissolution? |
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A Utah LLC is created when the UT Department of Commerce approves the Articles of Organization.
A record of the Utah LLC is added to the list of LLCs which have officially registered with
the Utah Department of Commerce.
Once a LLC is registered with the Utah Department of Commerce, that LLC immediately has both reporting and tax
obligations which incur penalties if the obligations are not met by the required deadlines.
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A Utah LLC is created when the UT Department of Commerce approves the Articles of Organization.
A record of the Utah LLC is added to the list of LLCs which have officially registered with
the Utah Department of Commerce.
Once a LLC is registered with the Utah Department of Commerce, 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 Utah LLC with the Utah Department of Commerce and want to cease business activities
you have to let the UT Department of Commerce know that you intend to close your company.
Only after the UT Secretary of State has made sure that all of the obligations of the Utah LLC have been fulfilled will
the Department of Commerce approve of the closure of the company.
When the Utah Department of Commerce approves the closing of a UT LLC, that Utah LLC is said to be
Dissolved.
The process of Dissolving a Utah LLC is called Utah LLC Dissolution.
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Why do I need to Dissolve a Utah LLC? |
As soon as a Utah LLC is registered with the UT Department of Commerce, that LLC is responsible for
recurring obligations of the Utah Department of Commerce and the Utah State Tax Commission.
If the Utah LLC does not file reports or pay taxes then that UT Limited Liability Company could be responsible for
penalties which go up as time goes by.
Unless you Dissolve your Utah LLC with the Utah Department of Commerce that UT Limited Liability Company will be responsible for
all recurring fees and penalties.
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What do I have to do to Dissolve a Utah LLC? |
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Utah LLC Dissolution is one part of a larger process commonly called the "Winding Up" process.
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Utah 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 Utah Department of Commerce;
and things that you have to do after the UT Department of Commerce has approved Dissolution of the Utah LLC.
What you have to do both before and after the Utah LLC is Dissolved largely depends on if the Utah LLC has commenced business
and how many assets, debts and liabilities, if any, that the UT Limited Liabilty Company has.
If the Utah LLC has not commenced business then the UT Limited Liability Company Dissolution process is easier.
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What do I have to do before I Dissolve a Utah LLC? |
Things you need to do before you Dissolve a Utah LLC.
1. Hold a Members meeting and record a resolution to Dissolve the Utah LLC
2. File all required Annual Reports with the Utah Department of Commerce
3. Clear up any business debt
4. Pay all taxes and administrative fees owed by the Utah LLC
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1. Hold a Members meeting and record a resolution to Dissolve the Utah LLC
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If the Utah LLC has any Members then a meeting should be held and a vote to Dissolve the Utah Limited Liability Company taken.
Minutes of the meeting should be recorded and retained in the business records.
If the Utah LLC does not have any Members then the Organizer(s) have to apply for Dissolution of the Utah LLC.
- We can transcribe and compile minutes or approvals into a form that is legally recognized by the Utah Department of Commerce.
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2. File all required Annual Reports with the Utah Department of Commerce
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The Utah Department of Commerce will not approve the Dissolution of a UT LLC until all required
reports have been filed.
- We can file any required Annual Report with the UT Department of Commerce.
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3. Clear up any business debts
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All creditors of a Utah 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.
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4. Pay all taxes and administrative fees owed by the Utah LLC
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The Utah Department of Commerce will definitely not approve the Dissolution of a Utah LLC until all
outstanding taxes and applicable registration and administrative fees have been paid.
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What do I have to do after I Dissolve a Utah LLC? |
Things you have to do after you Incorporate in Utah.
1. Distribute all remaining assets of the Utah LLC
2. Close all business bank accounts of the Utah LLC
3. Cancel all local business licenses and permits
4. File Form 966 with the IRS
5. Cancel the IRS account associated with the UT LLC's Federal Tax ID (EIN)
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1. Distribute all remaining assets of the Utah LLC
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If the Utah LLC has any remaining assets, these may be divided according to the Members' ownership interests
in the UT Limited Liability Company.
All distributions to LLC Members must be reported to the IRS.
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2. Close all business bank accounts of the Utah LLC
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If there are any business accounts that have been opened for the Utah LLC then those accounts must be closed.
If Company Business accounts are left open there may be liability and obligations of the Dissolved Utah LLC which could
lead to legal problems down the line.
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3. Cancel all local business licenses and permits of the UT LLC
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If the Utah 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 Utah LLC.
This includes business registration licenses as well as reseller permits.
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4. File IRS Form 966
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Most Dissolved Utah LLCs must file IRS Form 966 with the US Internal Revenue Service.
If a Utah 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 Utah LLC has been legally Dissolved
so that it may take the appropriate actions.
- We can prepare IRS Form 966 for you to file.
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5. Cancel the IRS account associated with the UT LLC's Federal Tax ID (EIN)
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A Federal Tax ID, or Federal Employer Identification Number (EIN), is like the Social Security Number for the Utah LLC.
Once the IRS links an EIN to a Utah LLC, that EIN stays with the Utah LLC even after the Company has been Dissolved by the
Utah Department of Commerce.
When the IRS processes the final tax return for the Utah 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 Utah LLC down the line then the IRS will reactivate the old EIN for your new Business.
Before a Utah LLC can close an EIN account, it must be in Good Standing with the IRS.
The Utah LLC must have filed all required tax returns and paid any applicable fees and penalties due to the IRS.
The Utah 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.
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How long does it take to Dissolve a Utah LLC? |
The time it takes to Dissolve a Utah 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 Utah Department of Commerce usually takes around 5-7 business days to process the Articles of Dissolution.
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The time it takes to Dissolve a Utah 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 Utah Department of Commerce usually takes around 5-7 business days to process the Articles of Dissolution.
Processing times for Utah LLC Dissolution filings vary depending on the work load of the
Department of Commerce's staff.
We've found that normal processing of Utah Dissolution filings takes the state around 5-7 business days.
PLEASE NOTE: WE CANNOT GUARANTEE UTAH DEPARTMENT OF COMMERCE PROCESSING TIMES.
We are dependent on, and have no control over, the staff and systems of the Utah Department of Commerce .
In our experience 5-7 business days is the time it usually takes the Utah
Department of Commerce to process a Utah Dissolution filing.
We get your Utah LLC Dissolution filing to the UT Department of Commerce ASAP.
Once it is at the state we have no control over the Utah Dissolution approval process.
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How much does it cost to Dissolve a LLC in Utah? |
The total cost to Dissolve a Utah LLC varies depending on exactly what is required for each specific
UT Dissolution.
We charge $224.00 plus any state fees for our Utah LLC Dissolution services. This includes:
- Same day processing
- Transcribe minutes of Members meeting which proposes Dissolution
- Prepare and file Articles of Dissolution with the Utah 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 UT Secretary of State
- Priority Mail Delivery of all documents
- Unlimited Customer Support
We also offer these Utah LLC Dissolution services separately as explained on the right side of this web page.
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What do I have to do if I want to Dissolve a Foreign LLC that is tied to a UT Domestic LLC? |
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If there are Foreign LLCs in states other than Utah that are tied to the Domestic Utah LLC then
each of those Foreign LLCs must be Dissolved before the Utah LLC is legally Dissolved.
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How long before someone can use my LLC name in Utah after I Dissolve? |
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A Utah LLC company name becomes available for anyone to use when the Utah Limited Liability Company is Dissolved by the Utah Department of Commerce.
There are no LLC company name protections in Utah once a Utah LLC has been Dissolved by the Utah Department of Commerce.
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Do I have to publish a Notice of Dissolution of the Utah LLC? |
There are no state of Utah requirements for the publication of a Notice of Dissolution of a Utah LLC.
While the Utah Department of Commerce does not legally require the publication of a Notice of Dissolution of a Utah LLC, publication is
a good way to notify anyone who might have a claim against the Utah LLC.
Evidence of publication might prove useful down the line if someone makes a claim against the UT Limited Liability Company after
the Utah LLC has been dissolved.
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