How to Dissolve an LLC in Massachusetts

Trustpilot 4.8 stars (5,483)
In this article
Share this guide
Updated December 20, 2022

Dissolving a Massachusetts 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 Massachusetts 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 Massachusetts LLC and winding up the company. You will need to make arrangements to pay all LLC liabilities, debts and obligations.

Massachusetts requires that a Certificate of Cancellation by filed with the Massachusetts Secretary of Commonwealth, Corporations Division. The certificate must include the LLC name, federal employer ID number, date the certification of organization was filed, cancellation effective date and reason for cancellation. Submit this signed document, along with the filing fee, via mail, fax or in person. Documents submitted via fax must include the Fax Voucher Cover Sheet (available online). There is a fee for filing and forms are usually processed within 3-5 business days. Expedited service is available for an additional fee. By filing these articles, you are formally terminating the LLC’s status as a business entity registered directly with the state. Massachusetts does not require tax clearance prior to dissolving your LLC. However all fees and fines, including annual report filings, must be paid prior to dissolution by the Secretary of Commonwealth.

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 Massachusetts LLC for you.

Impact of dissolution Once formally terminated with the state, the name of your Massachusetts 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 Massachusetts. Swyft Filings can help with your withdrawal from any state where you are foreign qualified.

Click here to learn more about how to dissolve your company.

Originally published on December 20, 2022, and last edited on December 20, 2022.

Don’t Just Take Our Word for It

Every day, business owners from all over the nation rely on Swyft Filings to help them file an LLC online and maintain their company.

I'm so grateful and thank you for your amazing customer service.
Rene Wells
Rene WellsSmall Business Owner

Frequently Asked Questions

Looking for answers? You came to the right place. Read the FAQ or contact our team for more information.

How much does it cost to form a Corporation or LLC?

Orders are processed as they are received. However, clients that select Express Processing or Same Day Processing will have their orders processed before Standard Processing orders.

After completing my order, will I have to pay additional fees to your company?

Orders are processed as they are received. However, clients that select Express Processing or Same Day Processing will have their orders processed before Standard Processing orders.

When will my order be processed?

Orders are processed as they are received. However, clients that select Express Processing or Same Day Processing will have their orders processed before Standard Processing orders.

How long does the incorporation process take?

Orders are processed as they are received. However, clients that select Express Processing or Same Day Processing will have their orders processed before Standard Processing orders.

How do I open a company bank account?

Orders are processed as they are received. However, clients that select Express Processing or Same Day Processing will have their orders processed before Standard Processing orders.

What is an Operating Agreement and do I need one?

Orders are processed as they are received. However, clients that select Express Processing or Same Day Processing will have their orders processed before Standard Processing orders.

business types

Learn more about each type of business

No matter the business type, Swyft Filings can help you form your new company.

Pillar Card Image
State Guides

Guide to Forming an LLC in Ohio

Your business credit score is an essential figure to estimate the creditworthiness of your business. Let us walk you through the credit scoring process.
Pillar Card Image
State Guides

Forming An LLC In Delaware: Your Ultimate Delaware LLC Guide

Your business credit score is an essential figure to estimate the creditworthiness of your business. Let us walk you through the credit scoring process.
Pillar Card Image
State Guides

Guide to Forming a Corporation in Delaware

Your business credit score is an essential figure to estimate the creditworthiness of your business. Let us walk you through the credit scoring process.
Pillar Card Image
State Guides

How to Start an LLC In California: Your Ultimate Guide

Your business credit score is an essential figure to estimate the creditworthiness of your business. Let us walk you through the credit scoring process.
Pillar Card Image
State Guides

California Corporations: How to form and maintain your California corporation

Your business credit score is an essential figure to estimate the creditworthiness of your business. Let us walk you through the credit scoring process.
Pillar Card Image
Preparing to Launch

How to Determine if You Need a DBA

Your business credit score is an essential figure to estimate the creditworthiness of your business. Let us walk you through the credit scoring process.

Do what you love. We'll handle the paperwork.

Trusted by over 250,000 businesses since 2015. Start your business with confidence. Affordable. Fast. Simple.

Incorporate now
Dummy Switchback Image