To dissolve a Texas LLC, the following steps must be taken:
- Hold a meeting: Members of the LLC must come together to discuss the dissolution and vote on whether to dissolve the company.
- File paperwork with the Texas Secretary of State: A Certificate of Termination must be filed with the Texas Secretary of State. This certificate must include the company's name, date of dissolution, and a signature from a member or authorized representative.
- Inform creditors and notify state and federal agencies: The LLC must provide written notice to all creditors that the company is dissolving. The notice must include the date of dissolution, a deadline for submitting claims, and an address where claims should be sent. The LLC should also notify any state or federal agencies with which it has done business.
- Settle any outstanding debts and liabilities: All debts and liabilities should be resolved before dissolving the LLC. Any remaining assets should be distributed among the members.
- File final tax returns: The LLC must file final tax returns with the IRS and the Texas Comptroller's office.
It is important to note that there may be exceptions and limitations depending on the specific circumstances of the LLC. Additionally, it may be beneficial to consult with a licensed attorney to ensure all legal requirements are met and to avoid any potential legal issues in the future.
Attached is a sample Certificate of Termination for a Texas LLC.
By