Dissolving a Missouri 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 Missouri 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 are responsible for taking the necessary actions to notify creditors prior to dissolving a Missouri LLC and winding up the company. You will need to make arrangements to pay all LLC liabilities, debts and obligations.
The process of dissolution in Missouri has two steps. First, Missouri requires that either a Notice of Winding Up or Notice of Abandonment/Merger/Consolidation be filed by mail, fax, or in person with the Secretary of State. This announces the dissolution process has begun for the LLC. These forms are available online, along with instructions. There is a fee for filing and forms are usually processed within 4-7 business days. Expedited service is not available. After completing all merger or winding up activities, an Articles of Termination form must be filed with the Secretary of State, following the same process as the first step. By filing these articles, you are formally terminating the LLC’s status as a business entity registered directly with the state. Missouri does not require tax clearance prior to dissolving your LLC.
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 Missouri LLC for you.
Impact of dissolution
Once formally terminated with the state, the name of your Missouri LLC is not protected. Other entities may be eligible to use the name immediately.
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 Missouri. Swyft Filings can help with your withdrawal from any state where you are foreign qualified.