How do you dissolve a Connecticut Limited Liability Company?
To dissolve your Connecticut LLC, you submit Articles of Dissolutionto the Connecticut Secretary of the State, Commercial Recording Division (SOTS). You are not required to use the SOTS form, you may draft your own articles of dissolution. Connecticut SOTS does not require original signatures on your articles of dissolution.
Submit your documents to SOTS by mail, fax or in person. If you file by fax you can choose normal or expedited processing. You will have to include your Visa or MasterCard information on the Fax Filing Service Request cover sheet. Connecticut SOTS accepts walked in documents between 8:30 am and 4:00 pm, Monday-Friday. Connecticut SOTS accepts Visa, MasterCard, checks or cash. Make checks for fees payable to “Secretary of the State.”
Connecticut Secretary of the State contact information:
Commercial Recording Division
Connecticut Secretary of the State
P.O. Box 150470
Hartford, CT 06115-0470
30 Trinity Street
Hartford CT 06106
Phone: (860) 509-6003
Fax: (860) 509-6069
Is there a filing fee to dissolve or cancel a Connecticut LLC?
The filing fee for Connecticut LLC Articles of Dissolution is $50.
You can pay an additional $50 fee to have Connecticut SOTS expedite processing.
Do you need a Department of Revenue Services clearance before the Connecticut Secretary of the State will accept your dissolution?
No. You don’t need to get tax clearance from the Connecticut Department of Revenue Services (DRS) to dissolve your LLC. However, domestic business entities have to pay the business entity tax for the year it forms and for every year it is registered with the Connecticut SOTS. This includes the year you dissolve. After filing for dissolution with the SOTS, contact the DRS to close your business entity tax account. You can send them a copy of the dissolution or a letter with the date of dissolution, name of the LLC, CT tax registration number, your name and title, and your phone number.
Mail the dissolution or letter to:
Registration Maintenance Unit
Department of Revenue Services
P.O. Box 2937
Hartford, CT 06104-2937
Contact Connecticut DRS to find out about your LLCs final business entity tax requirements.
How long does it take the state to process the filing?
Normally, documents are processed in 3-5 business days. Connecticut SOTS mails documents back to the submitter after filing. If you drop off your documents in person they still take 3-5 days unless you request expedited processing.
You can have processing expedited by including an Expedited Service Request form when you file your articles of dissolution.
Expedited processing is completed within 24 hours of receipt.
Expedited documents are mailed the next business day at 4:00 if not picked up.
How long before someone can take your business name?
Dissolved or administratively dissolved (forfeited) Connecticut LLCs have no name protection; someone else could use your name as soon as you are dissolved.
What is the penalty if you do not dissolve properly and just don’t file your annual reports?
If you don’t file your LLCs annual report, you are in default until you do file it. There is no late fee; you just won’t be in good standing with Connecticut SOTS. Connecticut used to administratively dissolve entities that failed to file an annual report. This is no longer the case.
All you have to do to restore your LLC to good standing is file the late report.
What are the late fees and penalties to re-register if your registration is forfeited?
Domestic LLCs can be forfeited for failure to maintain a registered agent.
To reinstate a domestic LLC, you will have to pay the $120 fee. This includes the fee for a current annual report.
If you’d like help establishing another company, you may find our registered agent and incorporation filing services helpful. When you sign up for registered agent service, we provide all the forms and filing instructions you may need in your online account. Or you can just hire us to do the filing for you and let us do all the work.
Connecticut Secretary of the State - Forms:
Connecticut Department of Revenue: