Dissolving a Texas LLC
To dissolve your Texas LLC, you must file a Certificate of Termination with the Secretary of State. There is a $40 filing fee. The form can be filed online. You’ll need to dissolve a Texas LLC when the company is no longer economically viable, if the company’s business purpose is completed, or when you no longer need the LLC.
What happens if I don’t dissolve my LLC in Texas?
Dissolving a Texas LLC is a key step in officially closing a company’s affairs and removing its standing as a legal business entity within the state. You need to dissolve your LLC in Texas to submit the completed Certificate of Termination of a Domestic Entity (Form 651) in duplicate to the Secretary of State by mail, fax, in person, or at SOSDirect Online.
Business Dissolution in Texas
Texas LLC Dissolution refers to the process of legally ending the existence of a Limited Liability Company (LLC) registered in the state. The dissolution involves steps such as obtaining necessary approvals from members, settling outstanding debts and taxes, and filing required dissolution documents with the Texas Secretary of State.
Can you sue a dissolved LLC in Texas? Yes, in certain circumstances, you may be able to sue a dissolved corporation or a dissolved limited liability company for a period of time after dissolution, especially if it failed to wind up its business and dissolve properly.
Inactive LLCs and Dissolution
If you opened a limited liability company (LLC), you can’t just walk away if it doesn’t work out. You need to make the effort to formally close the LLC if you don’t want to be hit by unexpected expenses later.
If you never used the LLC for anything, then it is inactive. For federal income tax purposes, the consequences will depend on whether you were the only owner or if there were other owners. Follow the specific procedures to withdraw from an LLC partnership.
Under Pennsylvania law, any person has the power to disassociate (withdraw) as a member of an LLC. It can be done “rightfully" or "wrongfully." Most operating agreements include provisions prohibiting members from withdrawing.