What legal steps should I take to properly dissolve my Ohio LLC?

To properly dissolve an Ohio LLC, there are several legal steps that must be taken. Following these steps is crucial, as failure to do so may result in the LLC continuing to exist and potentially incurring penalties and fees.

Firstly, review the LLC's operating agreement and articles of organization to ensure that the requirements for dissolution are met. This may include a vote of the members, written notice to the Ohio Secretary of State, and the payment of any outstanding debts and taxes.

Next, obtain written consent from all members of the LLC to dissolve the entity. If unanimous consent cannot be obtained, the LLC's operating agreement or Ohio law may provide guidance on how to proceed.

After obtaining written consent, file Articles of Dissolution with the Ohio Secretary of State. The Articles of Dissolution must include the name of the LLC, the date of dissolution, and information on any ongoing proceedings or liabilities. The filing fee for Articles of Dissolution is $50.

In addition, the LLC must also file final tax returns with both the federal government and the state of Ohio. This includes filing a Form 1065 with the IRS and a final Ohio income tax return with the Ohio Department of Taxation.

Finally, the LLC should also notify any creditors or other interested parties of its dissolution. This can be done through written notice or publication in a local newspaper.

It is important to note that failing to properly dissolve an Ohio LLC can result in the entity continuing to exist and potentially incurring penalties and fees. Additionally, an LLC's operating agreement or Ohio law may impose additional requirements for dissolution, so it may be beneficial to consult with a licensed attorney to ensure all legal requirements are met.

Overall, to properly dissolve an Ohio LLC, obtain written consent from all members, file Articles of Dissolution with the Ohio Secretary of State, file final tax returns with both the federal government and the state of Ohio, and notify creditors and other interested parties of the dissolution.