How Do I File a Certificate of Termination in Texas?

Dissolving a Texas LLC

To dissolve your Texas LLC, you must file a Certificate of Termination with the Secretary of State. The processing time for certificates of termination in Texas is three to five business days. The fee for filing a certificate of termination in Texas is $40. Once the Secretary of State has received your certificate of termination, fees, and other necessary documents, the referral process usually takes 8-10 business days.

Steps to Dissolve an LLC in Texas

  1. File Certificate of Termination: Submit the completed Certificate of Termination of a Domestic Entity (Form 651) to the Secretary of State by mail, fax, in person or at SOSDirect Online.

  2. Certificate of Account Status: The certificate of termination must be accompanied by a certificate of account status from the Texas Comptroller of Public Accounts indicating that the entity has paid all taxes.

Winding Up an LLC

To dissolve your LLC in Texas, you must start the process of "winding up" the company. Voluntary decision triggers dissolution, and other events requiring winding up include the expiration of the stated term of duration or a court order.

Closing an LLC in Texas

Closing an LLC in Texas involves filing a Certificate of Termination with the Secretary of State. Prior to dissolution, ensure all business debts are settled, and the company’s property is distributed amongst members.

Additional Steps

  • Send written notice to all LLC claimants.
  • If your LLC is still in existence, file two signed copies of a Certificate of Withdrawal of Registration and pay a $15 filing fee.

Checking LLC Approval

Call the State Business Information Line at 512-463-5555 to inquire about the status of your LLC application.

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