How do you dissolve a North Carolina Limited Liability Company?
To dissolve a North Carolina LLC, you would file form L-07, Articles of Dissolution of Limited Liability Company with the North Carolina Secretary of State, Corporations Division (SOS). Articles of Dissolution are available on the SOS website (see link below). You don’t have to use the SOS form; you may draft your own articles of dissolution. The articles submitted to the SOS do not need to have original signatures.
Over-the-counter filings must include a Coversheet for Corporate Filings. The coversheet is always a good idea though, because you can choose your method of return and if you provide an email address, they will contact you about any issues with your filing. Submit the Articles of Dissolution and the Coversheet to the SOS by mail or in person and include payment. The North Carolina SOS accepts cash, certified checks, money orders, business or personal checks (with address and telephone number). Checks, etc., should be payable to North Carolina Secretary of State. The SOS does not accept credit cards.
North Carolina Secretary of State
Corporations Division
Mailing:
PO BOX 29622
Raleigh, NC 27626-0622
Physical:
2 South Salisbury Street
Raleigh, NC 27601-2903
Phone: (919) 807-2225
Fax: (919) 807-2039
Is there a filing fee to dissolve or cancel a North Carolina LLC?
There is a $30 filing fee to dissolve a North Carolina LLC.
If you submit documents before noon and pay a $200 expedite fee, you can have documents processed the same day. If you pay a $100 expedite fee, you can have documents processed within 24 hours (excluding weekends and holidays).
Do you need a Department of Revenue clearance before the North Carolina Secretary of State will accept your dissolution?
No. You don’t need Department of Revenue clearance to dissolve a North Carolina LLC.
How long does it take the state to process the filing?
Dissolution documents are processed by the North Carolina SOS in seven to ten business days.
Same day expedited service costs an additional $200.
24 hour expedited service costs an additional $100.
How long before someone can take your business name?
If the company was dissolved voluntarily the name is available 120 days after the effective date of dissolution.
If the company was dissolved administratively, the name is available 5 years after the effective date of dissolution.
What is the penalty if you do not dissolve properly and just don’t file your annual reports?
If you are late filing the annual report, the North Carolina SOS will send you a Notice of Grounds for Administrative Dissolution. You have 60 days from the time the notice was mailed to correct the grounds for dissolution (file the report, pay the fee, appoint a registered agent, etc). If the entity does not remedy the grounds by the deadline, the North Carolina SOS will terminate its authority to do business.
What are the late fees and penalties to reinstate if your LLC is forfeited?
If a North Carolina LLC is administratively dissolved, it can reinstate at any time. The LLC would file an Application for Reinstatement Following Administrative Dissolution. There is a $100 filing fee.
The LLC would have to file all of its late annual reports with current information. The fee for each LLC annual report is $200.
North Carolina Secretary of State:
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