How to Dissolve an LLC in Kentucky
If you no longer wish to conduct business with your LLC, it is important to officially dissolve it. Failure to do so in a timely fashion can result in tax liabilities and penalties, or even legal trouble.
To dissolve an LLC in Kentucky, simply follow these three steps:
Step 1: Follow Your Kentucky LLC Operating Agreement
For most LLCs, the steps for dissolution will be outlined in the operating agreement. Some common dissolution steps include:
- Holding a vote with LLC members to dissolve the LLC
- Recording the dissolution vote in the LLC’s meeting minutes
- Determining the formal date of dissolution
- Distribution of LLC assets
- Notifying creditors and settling any business debts
If your LLC does not have any set dissolution procedures in its operating agreement, you should consult the state for further instruction.
Step 2: Close Your Business Tax Accounts
Every active Kentucky LLC has various tax accounts that are maintained by different departments within the Kentucky State government. Before you can dissolve your LLC, you must first pay off all taxes and/or fines owed to these accounts.
Here are some of the common taxes your LLC may owe:
- If you have or have had employees in Kentucky:
- Unemployment Insurance Tax
- Employee Withholding Tax
- If your LLC sells or has sold taxable goods or services in Kentucky:
- Sales & Use Tax
Closing your tax accounts usually involves simply filing a final return to the appropriate agency. However, some accounts require submitting other official paperwork. If you need assistance in closing your tax accounts, it may be helpful to hire a Certified Public Accountant.
NOTE: None of your LLC’s tax accounts can be closed if they have a remaining balance. All taxes, penalties, fees, and interest must be paid in full before you can dissolve your LLC.
Step 3: File Articles of Dissolution
Articles of Dissolution are the forms that you file to voluntarily dissolve your LLC. Once this document has been filed and processed, your LLC will no longer legally exist.
Kentucky requires business owners to submit their Articles of Dissolution by mail or in person.
File the Kentucky LLC Articles of Dissolution
File by mail or in person
Download FormFiling Fee: $40
Mail to:
Michael Adams
Secretary of State
P.O. Box 718
Frankfort, KY 40602-0718
Deliver in person to:
Room 154, Capitol Building
700 Capital Avenue
Frankfort, KY 40601
You can also have a professional service provider file your Articles of Dissolution for you. Bizee (formerly Incfile) prepares the Articles of Dissolution for you, and files them to the state for $149 + State Fees.
Other Kentucky LLC Resources
- Best LLC Services
- How to Start an LLC in Kentucky
- LLC Operating Agreement
- Kentucky Annual Report
- How to Start a Business in Kentucky
- Kentucky Articles of Organization
- Certificate of Good Standing Kentucky
- How to Start a Corporation in Kentucky
- How to Start a Nonprofit in Kentucky
- How to Name a Business in Kentucky
- How to Get a DBA in Kentucky
- Kentucky LLC Name Search