If you’re looking to dissolve your LLC in Georgia, you’ve come to the right place. In this article, we’ll walk you through the entire process step-by-step, so that you can dissolve your LLC without any hassle or confusion.
How to Dissolve LLC Georgia?Dissolution is the last step in the formal dissolution process. It is the process of winding up the affairs of an LLC. When an LLC is dissolved in Georgia, its members can no longer conduct any business in the state of Georgia. This includes the payment of taxes, the issuance of a certificate of registration, and the creation of a certificate of assumed name. Dissolution requires that certain documents be filed with the Georgia Secretary of State’s Office, which officially ends the LLC’s existence. The dissolution process is described in detail in this guide.
Dissolve LLC Georgia: A Step-By-Step Guide
1. Georgia LLC Operating AgreementGeorgia LLC operating agreement is the first document that your Georgia LLC will need to dissolve. Companies are required to file an operating agreement with the Georgia Secretary of State’s Office. Your operating agreement will outline the basic guidelines for your Georgia LLC, such as its purpose, members, and other important definitions. The Georgia LLC operating agreement must be in writing and signed by all members of the company.
2. Validating Your Company’s DocumentationIf you plan to dissolve your company, a GoodBye Startup will ensure that your company’s dissolution paperwork is in order. They can also advise you regarding the best methods for winding down your business, as well as help you resolve any issues that may arise during the process. With the help of the experts of GoodBye Startup, you can be sure that you are in compliance with Georgia law and that you are providing all parties involved with complete and accurate information.
3. Wrap Up Your Company’s Various Tax AccountsOnce your LLC has officially been dissolved, it is important to close out all of your business entity tax accounts. This will enable you to file your Federal and state tax returns as a sole proprietor. If you have an LLC member who owns a business, you must file a Schedule K-1 with your LLC’s tax return. Your Schedule K-1 will contain your share of the LLC’s income, losses, and distributions.
4. Reporting the Dissolution of Your LLC to CreditorsYou should notify all of the creditors of your dissolution. Your creditors hold a claim against your business, meaning they may be able to collect from your personal assets if you are not able to pay them. You are also required to pay your creditors if you issue an operating agreement or a certificate of dissolution. The LLC operating agreement may provide more detail on how to pay your creditors and when to pay them.
5. Cancel Your Foreign LLC RegistrationsIf your business is a foreign entity, you will need to complete Form 1099/1098C for each of your foreign clients. Both the IRS and the Georgia Department of Revenue will require this documentation to ensure you have reported taxes on foreign earnings.
6. File Articles of DissolutionOnce you have completed the steps to dissolve your LLC, you must file Articles of Dissolution with the Georgia Secretary of State. After filing the Articles, your LLC will no longer be active in the state and will officially be dissolved. When filing the Articles of Dissolution, you should include the following- Your LLC’s name- Your LLC’s date of formation- The business name and address of the LLC’s registered agent- The date on which you want your LLC to dissolve- The address at which you want your LLC’s remaining assets to be distributed (if applicable).
7. Distributing LLC Assets to MembersAfter the Articles of Dissolution have been filed, the LLC will no longer exist. The dissolution means that the LLC will no longer be able to own assets or sue in court. After the dissolution, all of the LLC’s assets will be distributed to its members. The members will then have the option of distributing the remaining LLC assets to themselves individually or keeping the assets and incorporating them in their own names.
Here’s How GoodBye Startup Can Make It Easier For You to Dissolve Georgia LLCThe dissolution process is a complicated one, so you may want to work with the one who specializes in this area. GoodBye Startup can help you dissolve your LLC in Georgia. Goodbye Startup professionals help company owners dissolve their limited liability companies. GoodBye Startup will help you create a customized dissolution strategic plan that will lead you through the whole Georgia LLC dissolution procedure. To Schedule a Free Consultation Call With GoodBye Startup, Click here.
Final ThoughtsIf the LLC continues to conduct business without proper formal dissolution, it may risk running into trouble with the IRS or facing other legal action. In this article, we have walked you through the steps to dissolve your LLC. If you have any questions, or if you would like to set up a consultation, feel free to contact us.
Frequently Asked Questions
How long does it take to dissolve a Georgia limited liability company?The Georgia SOS needs seven to ten business days to complete the LLC termination certificate. For an extra cost, the SOS provides 24-hour fast processing.
How much does it cost to dissolve an LLC in Georgia?Online submission of Articles of Dissolution or a Certificate of Termination has no filing fee. If you submit your paperwork by mail, you must pay a $10 service fee.
What happens to debt when you dissolve an LLC?Creditors of a limited liability company (LLC) can only pursue repayment from the LLC’s assets rather than from the LLC’s owners. Following the completion of the LLC dissolution documentation, the company’s assets must be sold off and debts settled in accordance with their respective priorities.
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