Dissolving an Iowa LLC
If you and other members of your organization are considering dissolving your LLC, it's important to address the required steps; otherwise, you could face administrative consequences and additional challenges associated with the dissolution of your Iowa LLC.
Before you file paperwork
Before anything is filed with the state to formally terminate the existence of the LLC, members of the LLC need to take certain actions. As a first step, members of the LLC need to approve the dissolution. This can be done in accordance with the operating agreement of the LLC or through a unanimous consent of the members approving the dissolution. Regardless of the method, the vote on the dissolution should be recorded in the minutes of the meeting in which it occurred. This can be helpful in the event that someone does not remember providing their consent.
What to file
You must submit a statement of dissolution and termination, and filing fees to the Iowa Secretary of State Business Services Division to formally dissolve your LLC. By filing these statements, you are formally terminating the LLC's status as a business entity registered directly with the state. This administrative step is required to terminate the obligations owed by the LLC. You are responsible for taking the necessary actions to notify creditors prior to dissolving the Iowa LLC. Proper written notice should include a mailing address where any claims against the LLC can be sent. Iowa does not require tax clearance certificates. However, if you missed the biannual report due date because you did not properly dissolve your Iowa LLC, fines and penalties can result.
We recognize that this process can be overwhelming and frustrating for someone in the midst of winding down the business of an LLC. To avoid the hassles associated, you can partner with our service and we will handle all aspects of dissolving your Iowa LLC for you.
Impact of dissolution
Once formally dissolved with the state, the name of your Iowa LLC is not protected. Other entities may be eligible to use the name immediately.
Don't forget about taxes
You also need to make sure that all taxes owed by the LLC are paid and filed in a timely manner. If not, even if you filed your statement of dissolution, you can be assessed for additional penalties for failure to pay and file any due and outstanding taxes.
Finally, remember that if you are authorized to do business in other states, you will need to follow the necessary procedures within those states to decrease your chances of facing additional consequences outside of Iowa. Swyft Filings can help with your withdrawal from any state where you are foreign qualified.