How do you dissolve a West Virginia Limited Liability Company?
First you have to formally dissolve your West Virginia LLC and wind up its business affairs. Then you file original Articles of Termination of a West Virginia Limited Liability Company with the West Virginia Secretary of State, Business Division (SOS). You can file an additional copy if you want it file stamped and returned to you. You have access to the termination form in your online account immediately when you sign up for registered agent service with Northwest. You are not required to use the forms provided by SOS. You are not required to have original signatures on your documents.
You can submit documents by fax, mail, or in person. Pay filing fees by check, money order, or credit card. You can pay with cash if you file in person. Checks should be payable to “West Virginia Secretary of State.”
Submit your Articles of Termination to:
West Virginia Secretary of State
1900 Kanawha Blvd E.
Bldg 1, Suite 157-K
Charleston, WV 25305
Phone: (304) 558-8000
Fax: (304) 558-8381
Is there a filing fee to dissolve or cancel a West Virginia LLC?
There is a $25 filing fee for West Virginia LLC articles of termination.
Do you need a State Tax Department clearance before the West Virginia Secretary of State will accept your dissolution?
You don’t need any clearances to dissolve your West Virginia LLC, but you do have to certify on the termination that you have fulfilled all of your filing responsibilities with any state agencies, such as the West Virginia Tax Department.
How long does it take the state to process the filing?
West Virginia processes the dissolution in 24-48 hours.
Documents delivered to SOS in person are processed immediately.
West Virginia SOS does not offer expedited processing.
How long before someone can take your business name?
When a West Virginia LLC is dissolved its business name becomes available immediately.
If a business has been administratively dissolved, the name is protected during the two year reinstatement period. After that time is up, someone can use your business name.
What is the penalty if you do not dissolve properly and just don’t file your annual reports/statements?
If you do not file your West Virginia LLCs annual report, you could face penalty fees and even administrative dissolution. If you have not filed your report 60 days after the due date, the SOS will send notice to the LLC that they have grounds for administrative dissolution. The company then has sixty days to correct the delinquency (file the report). If you still don’t file the late annual report, your LLC is administratively dissolved and the SOS sends you a certificate of administrative dissolution.
What are the late fees and penalties to re-register if your registration is forfeited?
If you want to reinstate your West Virginia LLC, you have two years after the date of dissolution to file an application for reinstatement with the SOS. You have to include the filing fee and payment for all past due annual reports. There is a $25 fee for the reinstatement application. There is a $25 filing fee plus a $100 delinquency fee for each late annual report. So if you have missed one annual report, you would pay $150 to reinstate.
West Virginia SOS forms: