New York LLC dissolution with the New York Department of State

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How to dissolve a New York Limited Liability Company

How do you dissolve a New York Limited Liability Company?

To dissolve your New York LLC, you must submit the completed Articles of Dissolution form to the New York Department of State by mail, fax or in person, along with the filing fee. The New York Department of State does not require original signatures on filed documents.

The New York Department of State accepts cash, check, money order, MasterCard, Visa and American Express. If you mail the articles of dissolution, don’t include cash for payment. Checks should be payable to “Department of State.” If you pay by credit or debit card, include a Credit Card/Debit Card Authorization Form. Faxed documents must include credit or debit card authorization.

If you request expedited service, you must include separate payment. Include an additional check or money order. If you pay by credit card, indicate the level of service requested in the space provided on the Credit Card/Debit Card Authorization Form.

New York Department of State
Division of Corporations
One Commerce Plaza
99 Washington Avenue
Albany, NY 12231
Phone: (518) 473-2492
Fax file: (518) 474-1418

The New York Department of State, Division of Corporations filing counter is open from 9:00-4:30 on weekdays.

Is there a filing fee to dissolve or cancel a New York LLC?

There is a $60 fee to file New York Limited Liability Company Articles of Dissolution.

For 24 hour expedited processingit is an additional $25 fee.
For same day expedited processingit is an additional $75 fee.
For 2 hour expedited processingit is an additional $150 fee.
(Note: To request expedited processing you must submit a separate, non-refundable fee and note on the envelope "Expedited Processing")

Do you need a Department of Revenue clearance before the New York Department of State will accept your dissolution?

No clearance from Department of Taxation and Finance is needed to dissolve a limited liability company in New York State.

How long does it take the state to process the filing?

Dissolutions received by mail, fax or in person are processed in seven business days.

Requests for 24 hour expedited processing may be submitted between 9 and 4.
Same day processing is available for hand delivered or faxed documents received before noon.
Two hour expedited processing is available for documents delivered in person or by fax by 2:30 pm.

Allow at least two weeks to receive your consent from the DTF. The tax department could take longer if you have franchise tax issues that need resolved.

You will receive confirmation of the filing by mail, only if specifically if requested, and upon paying the $5 uncertified copy of filed document fee.

How long before someone can take your business name?

The day after a New York LLC is dissolved; the business name can be used by another New York entity.

What is the penalty if you do not dissolve properly and just don’t file your annual reports?

Basically New York Department of State has no penalties connected to biennial statements. If you do not file your biennial report, you will receive a written past due notice by mail in 60 days and you will be classified as “Past Due.” You may pay the $9 fee to have your business returned to good standing at any time.

New York Department of State LLC forms:

Northwest Registered Agent, LLC.
Albany, NY 12207
Albany County

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