Dissolving a Louisiana 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 Louisiana 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
After winding down the business and notifying creditors, you must publish notification of your decision to terminate the organization's status. Also, you must file dissolution paperwork directly with the Secretary of State. The articles have to be signed by at least one manager or member depending on how the LLC is structured.
Information that the LLC will be liquidated out of court must be published in a newspaper of general circulation in the parish in which your registered office is located. Then, a copy of an attached notice, in conjunction with an attached affidavit from the newspaper's publisher attesting that it was indeed published, need to be filed together.
You must verify the liabilities and debts of the organization and distribute any remaining assets. All expenses, costs of liquidation, and any contingent liabilities should be addressed along with any tax liabilities. Once the LLC has been liquidated, you will need to file an affidavit of dissolution with the Secretary of State and submit the relevant filing fees.
After receiving the affidavit, the Secretary of State will confirm that all charges, fees, taxes, penalties, interest and unemployment compensation distributions have been paid under the law before they will issue a certificate of dissolution.
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 Louisiana LLC for you.
Impact of dissolution
Once formally dissolved with the state, the name of your Louisiana LLC is not protected. Other entities may be eligible to use the name.
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 Louisiana. Swyft Filings can help with your withdrawal from any state where you are foreign qualified.