Delaware · Close an LLC · updated
How to dissolve an LLC in Delaware
To dissolve an LLC in Delaware, the members approve it, the company pays its debts and final taxes, and you file the dissolution with the state (Delaware's fee is $220). As of October 2026.
Questions first? Ray or Vinny picks up at (954) 470-8356.
The 6 steps to close a Delaware LLC
Do them in this order; step 4 is the only one the state charges for.
- 1
Get the members' approval
Check your operating agreementYour operating agreement says who must agree and how. Put the decision in writing and keep it with the company records.
- 2
Bring state filings and taxes current
Where people get stuckMany states will not accept a dissolution while reports or state taxes are overdue. The Delaware LLC/LP annual tax is due June 1 every year, with a state fee of $400. Check the Delaware deadline.
- 3
Wind up the business
Before you fileCollect what you are owed, pay or settle debts, cancel contracts and leases, and only then distribute what is left to the members.
- 4
File the dissolution with the state
We file this oneYou file it with Delaware's business filing office; Delaware's fee is $220 (Delaware fee schedule). The current form is on Delaware's official site. We file it for $120 plus the state fee.
- 5
Close the federal and state accounts
Easy to forgetFile the final federal return and check the "final return" box, then close the IRS business account (IRS: closing a business). Cancel any sales tax permit and licenses, and close the bank account last. Delaware sales tax permit.
- 6
End the registered agent after the state confirms
Last stepKeep the agent until the state confirms the dissolution, so any legal papers served in the meantime still reach you.
Frequently asked questions
How much does it cost to dissolve an LLC in Delaware?
Delaware's fee is $220 for the dissolution. If we file it, our fee is $120 on top, and checkout shows the total with the card processing fee before you pay.
Can I dissolve a Delaware LLC myself?
Yes. File it directly with Delaware's business filing office; the official link is in step 4.
What happens if I just stop using the LLC in Delaware?
Fees and reports keep coming due. If they go unpaid the state can dissolve the LLC itself, and the unpaid fees, penalties and taxes can follow you. Filing the dissolution ends them.
Do I need to tell the IRS I closed the LLC?
Yes. File a final return with the final box checked and close the business account; the IRS closing-a-business page lists the steps.
Is this page legal advice about closing a Delaware LLC?
No. It explains the steps in general terms. For your situation, talk to a licensed attorney or CPA, or book a free call with us.
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Closing the company
Have us file the Delaware dissolution
$120 plus Delaware's $220 state fee. Checkout shows the full total before you pay.
Rather talk first? Call Ray or Vinny at (954) 470-8356.