In some cases, it may be necessary to dissolve a LLC based on a business needing to close its doors or if it is being sold to another company. Dissolving a corporation in Georgia is a process that can take anywhere from two to eight days. The workload of the Secretary of State determines how quickly your dissolution will take place. There is no fee to terminate your corporation, and you must dissolve the corporation by mail.
Make sure your LLC is up to date with your current filing fees being paid. The Secretary of State will terminate your corporation if the LLC is in an active/compliance status. Check the status of your compliance by going to Georgia Secretary of State website, clicking "corporations search," inputting the name of your corporation and clicking "search." If your business states it is active/noncompliance, then you must click on the "file annual registration link" that is provided and pay any outstanding fees before termination (see resources).
Draft a certificate of termination for your LLC. The certificate of termination should be typed out on white letter size paper. It should state "Certificate of Termination" as the heading, as well as your LLC’s company name. It must mention all debts, liabilities and obligations that have been taking care of or will be taken care of. The certificate must state there are no pending lawsuits with the LLC in court, the name of the filing person and their title. Be sure to sign and date as well.
Mail your certificate of termination to the corporations division, 315 West Tower, #2 Martin Luther King Jr. Drive, Atlanta, GA 30334. The effective date of your termination is when the corporations division of the Secretary of State receive your certificate of termination. You will receive a confirmation in the mail informing you of the successful resolution of the LLC. The Secretary of State states that it can take from two to eight days, but depending on their backlog, it may take longer.
Make sure you tie up any loose ends and resolve any current deals or debts that the LLC may have before terminating the LLC.
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