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How to Dissolve an LLC in Arizona

January 14, 20258 minute read
Dissolve an LLC in Arizona
Dissolve an LLC in Arizona
Dissolve an LLC in Arizona

Dissolving a Limited Liability Company (LLC) in Arizona has its steps to wrap up the business enterprise in a legally acceptable way while being compliant with Arizona state laws.

In many cases, earning a profit is one of the goals of starting a business, but there may be areas where businesses are no longer profitable, or the owners are ready to move to a different opportunity. In any case, there are steps that need to be performed to avoid inconveniences both legally and financially.

This guide provides a step-by-step overview of how to dissolve an LLC in Arizona.

1. Review Your LLC’s Operating Agreement

The first step that you should take is to review your LLC’s operating agreement. This document will usually provide the background on how to dissolve a business including the votes that are required for the assets to be distributed. If your operating agreement states a specific procedure, you are bound by it.

However, in the absence of an operating agreement, Arizona law will control the dissolution process. By default, state laws are set up to cover gaps, such as the absence of formal agreements, for the efficient completion of the dissolution process.

2. Vote on Dissolution

Most LLCs, however, will need to encompass a vote of the members to officially end the business. This decision should be recorded in the meeting minutes or a consensual written agreement signed by all the members. This proof helps demonstrate that the members have decided to dissolve the LLC.

Complying with any voting requirements contained in the operating agreement is important. Even more so, if the agreement states that all members must present or a majority only, the possible disagreement in the future is mitigated by observing these requirements. Save this for your records along with the meeting minutes or consent forms.

3. Submit the Termination application

Arizona Articles of Termination are forms you need to dissolve your LLC legally, and it is filed with the Arizona Corporation Commission (ACC). Follow these processes:

Obtain the Form: The ACC requires you to get the Articles of Termination online as a PDF form and fill it up. This document is a legal form that serves as a formal communication to the state to indicate the intent to terminate the LLC.

Complete the Form: Provide the required information, including:

  • The name of your LLC is exactly how it is written in the states’ records
  • Your LLC ACC file number
  • Effective termination date which is optional and suitable if you wish to specify a future date
  • An assertion that the business affairs of the LLC have been wound up
  • An assertion that the LLC has no remaining assets or liabilities

Pay the Applicable Filing Fee: Submit the form together with the applicable filing fee. The fee for this particular service is $35 for standard processing time and $85 for an expedited service as of the present year. Check costs since they may vary.

Submission of the Form: Filing, emailing, and mailing alongside submitting the form is permitted. The address of the Arizona Corporation Commission that is shown in the form should be used if a postal form is sent. Always ensure that you have proof of submission and such proof may include a receipt or a confirmation email.

Processing of the application worrying about the time required to apply for LLC dissolution has different time requirements. There is an expedited service option for faster processing.

4. Settle Any Existing Debts and Obligations

The LLC is obliged to pay all the debts and obligations before it can be dissolved. These include:

  • Paying the creditors such as vendors, suppliers, and lenders
  • Settling lawsuits or other legal issues that may be outstanding
  • Dividing the remaining assets among its members by their proportion of ownership

In case the LLC has fewer assets than liabilities, the members will have to reach some agreement with the creditors. Please document all the transactions and communications very carefully.

5. Delete Any Business Licences and Permits

If your LLC has any local or state business permits, registrations, or licenses, then delete them so that your business records are kept up to date and notify the relevant agencies or jurisdictions in which your LLC was located.

This stage may be easily missed but it is important in avoiding unwanted charges or fines. For instance, if your LLC decides to void its status as a tax collector, then it should also terminate its registration with the Arizona Department of Revenue (ADOR) to avoid unwanted fines.

6. Contact The Internal Revenue Service

In this step, you are required to pay outstanding tax obligations to the Internal Revenue Service and the Department of Revenue in Arizona. The final step is divided into different sub-steps that include:

  • Filing the last federal and state tax return for the LLC, alongside any other required tax papers.
  • Closing the EIN of the LLC with the IRS
  • Settling any accrued taxes plus the penalties like sales and payroll taxes.

Additional required filings, in the case your LLC maintained employees or had sales tax clients, enable these accounts to be closed. Not addressing tax obligations is risky as it exposes members to penalties and internal complications.

7. Publish a Notice of Dissolution

In some cases, Arizona law requires LLCs to publish a notice of dissolution in a newspaper of general circulation in the county where the LLC was formed. The publication typically runs for three consecutive weeks.

Check with the ACC or local requirements to determine whether this step applies to your LLC. Some counties in Arizona, such as Maricopa and Pima, do not require publication.

8. Maintain Business Documents

Following the termination of a company’s existence, make sure to still have physical or electronic copies of the following:

  • Tax returns along with accompanying financial claims
  • Termination Articles and relevant correspondence
  • Convened minutes of the meetings decisions, or resolutions to dissolve the company
  • Distributed assets to members

These documents will be useful in the future in case a member needs them to answer tax audits or resolve disputes between members themselves.

Dissolve Your LLC with Easyfiling

How EasyFiling Can Help You

Closing an LLC is normally tedious and a very long process however EasyFiling makes it easier. Look at how we can help:

Professional guidance: Every single one of our experts will make sure that no mistakes are made in Arizona laws during the closing process.

Document preparation: Our team will do all of the preparation and filing of the Termination Articles along with other forms needed by the company.

Filing Through The IRS: EasyFiling aids in completing tax obligations by showing how the company should file its final and subsequent taxes and also its regard with the Arizona Department of Revenue.

Publication Support: When it’s necessary to publish a notice of dissolution we will guide you through the required publications and help place them in approved newspapers.

Why don’t you partner with EasyFiling for the dissolution process? Together we can make it seamless and hassle-free. Book a free consultation today to dissolve an LLC in Arizona.

Dissolving an LLC in Arizona: FAQs

How Much Time Is Needed To Dissolve An LLC In Arizona?

The standard process may take a number of weeks, while if you are looking for a quicker alternative, an expedited process hours or only a few days. The recommended course of action to take in this circumstance depends entirely on your requirements regarding the urgency and amplitude of the dissolution.

Is It Important To Notify The Creditors About The Articles Of Termination Filing?

The last step of leaving an LLC is to file the articles of termination which constitutes a legal document marking the end of the business. Before taking that step it is advisable to inform your existing creditors and settle any outstanding debts close to the LLC. This will assist during the winding-up phase of the business and prevent legal complications.

Is it obligatory for all counties to print a notice of disestablishment?

No, not all counties have the same requirements regarding publication. For instance, there is no requirement for publication in both the counties of Maricopa and Pima. For all other requirements in the state, please refer to the Arizona Corporation Commission.

Can I rely on EasyFiling for help with tax obligations during dissolution?

Of course, you can. EasyFiling can prepare final tax returns for you in every way possible including negotiation with the Arizona Department of Revenue for the closure of your EIN and settling state tax responsibilities.

nabin adhikari

Nabin Adhikari

Nabin Adhikari is the Founder and CEO of EasyFiling Inc. He is a young entrepreneur carrying the aim of helping all fellow entrepreneurs throughout the world to expand their businesses in more successful countries like the United States, the United Kingdom, and more. With over 10 years of experience in forming companies, Nabin is here today sharing his hands-on experience and information to all the interested people around the world.
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