Checklist: Dissolving a Limited Liability Company (LLC)

While careful organization of a limited liability company (LLC) is imperative at inception, thoughtful dissolution of these legal structures upon termination is equally important.  However, business owners may overlook this process as it generally provides significantly less excitement than the startup phase.  In Louisiana, limited liability companies are generally dissolved by way of the steps below.

Articles of Dissolution

Winding-Down Company Affairs.

  • Complete month-end bookkeeping procedures including bank reconciliations, financial reports, etc.,
  • Liquidate company assets, dispose of liabilities, and distribute remainder, and
  • Close bank accounts.

 

Filing Final Tax Returns.  Place the following regulatory agencies on notice of the LLC’s dissolution by filing final tax returns:

  • Internal Revenue Service (IRS),
  • Louisiana Department of Revenue (LDR), and
  • Louisiana Workforce Commission (LWC).

 

Drafting/Filing Legal Documents.  The following legal documents should be recorded with the Louisiana Secretary of State to finalize a limited liability company’s dissolution:

  • Articles of Dissolution,
  • Certificate of Authorization of Dissolution,
  • Certified Copy of the Members’ Resolution Approving Dissolution,
  • Certificate of Dissolution, and
  • Proof of Publication of Notice of Dissolution.

 

Important Note:  Always seek legal advice from your attorney when preparing any of the aforementioned legal documents in connection to dissolving a limited liability company.

 

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