Various circumstances affect a person’s decision to close their company. Sometimes money runs out, partners cannot reach an agreement, or maybe it is just time. Whatever your reason may be, you will have to go through a process the same way you did when you started the business.
What Is Nebraska Dissolution?
If you have decided to close your business in Nebraska, you need to end it formally. The process that the company has to go through is dissolution. It will inform the state about your company’s intention to cease all its business activities in the state.
Why Does A Company Dissolve?
Why do companies need to dissolve? – All business entities in Nebraska must register with the Secretary of State by filing paperwork. Likewise, your company has to follow a procedure involving the filing of formal paperwork if it wants to close.
Who makes the decision to dissolve? – The decision to dissolve an LLC in Nebraska relies on its members. Nebraska corporations, on the other hand, need to have an approved resolution from the board of directors. This resolution will go through a shareholder vote.
How long does it take to dissolve a business? – The time it takes for a Nebraska company to complete the process depends on how the company handles each step. The sooner your company decides, the faster it will be for you to start with the tasks. Aside from the initial actions, you also have to give the state time to process the documents. It may take up to 3 days.
What Happens If Your Company Does Not Formally Dissolve?
If your company does not follow the dissolution process of Nebraska, it will continue to exist. Even though LLCs in the state do not have to file biennial reports and pay fees, failure to dissolve may lead your LLC to lose its status and name. Meanwhile, corporations have to file biennial reports and pay occupation tax every even-numbered year. Failure to comply may lead to repercussions.
Steps To Dissolve Your Business
If you wish to dissolve your business entity, you should follow the process in the state of Nebraska.
1. File Articles of Dissolution with the state – There are two processes available for LLCs in Nebraska. The form you will use will depend on the date you organized the company. If you organized your LLC before January 1, 2011, you will have to do 2 steps. First, your company must file a Statement of Intent to Dissolve in duplicate originals with the Secretary of State. They will determine if your company is current on all taxes and fees. If it is, you will receive the duplicate original. After this, your company must file Articles of Dissolution with the Secretary of State.
If the formation date of your LLC is after January 1, 2011, you will have to file a Statement of Dissolution Limited Liability Company.
Corporations have to draft their Articles of Dissolution. It should include the corporation’s name and the authorization date for the dissolution.
2. Remove all liabilities and obligations – Your company has to proceed with the winding up tasks. Liquidate the assets according to the order of priority.
3. Give notice to any claimants – Nebraska requires business entities to publish a Statement of Intent to Dissolve or Notice of Dissolution in a newspaper with general circulation for three consecutive weeks. After that, you must submit proof of publication to the Secretary of State. You may also send written notice to all known claimants and creditors.
4. Tax clearance – The state does not require companies to obtain tax clearance. However, the Secretary of State will verify if your company is current on all taxes and fees. Make sure you have paid for all your tax obligations.
5. Close all bank accounts, credit lines, permits, and licenses – Contact or visit the bank in charge of your company’s accounts so you can close all business accounts. You should also cancel your company’s business permits and licenses.
How DoMyLLC can assist with streamlining the process
If you think you are ready to dissolve your company in Nebraska but are unsure about the process, we can provide assistance. We can handle the filing for your company. You can even get a personalized solution based on the needs of your company. Our team of experts is also ready to accept your questions and queries. Contact us now and get a service that will meet your business needs.
Nebraska Dissolution FAQs
If the organization date of your LLC is before January 1, 2011, you will have to pay $10 for the Statement of Intent to Dissolve. An additional $10 is needed for the Articles of Dissolution and another $10 for the Certificate of Dissolution. You should also pay for the recording fee, which is $5 per page. If you formed your LLC after January 1, 2011, you will only have to pay a $10 filing fee and $5 recording fee per page.
Corporations need to pay $45 for the filing fee and $5 per page for the recording fee. Online filing will have to pay an additional $2 plus 3% of the filing fee for the processing fee.
Do You Need The Department Of Revenue Clearance Before The Secretary Of State Will Accept Your Dissolution?
No, you do not.
Normal processing takes around 2-3 days. Corporations that filed online will have to wait for 1-2 business days.
Your company name will immediately be up for grabs after dissolution.
Nebraska Business Resources
Nebraska Office of Secretary of State
Nebraska Secretary of State
PO Box 94608
Lincoln, NE 68509-4608