No matter what your reason is for closing your company, one thing is for sure, your company has to follow a certain process to ensure that it complies with all state regulations. It will also protect the owners from possible legal problems that many companies that do not close properly face.
What Is Nevada Dissolution?
A business entity must undergo a certain process to ensure that the business owners deal with all responsibilities and obligations. It will also formalize and legalize the closing of a business. This process is known as dissolution.
Why Does A Company Dissolve?
Why do companies need to dissolve? – All business entities in Nevada that plan to cease operations must inform the state about the intention to close. This way, they are able to let go of their obligations. When you opened your business, you filed paperwork with the Secretary of State. Likewise, your company will have to submit formal paperwork to inform the state about the plans to end its business activities in Nevada.
Who makes the decision to dissolve? – The dissolution of an LLC in Nevada requires the approval of the members. On the other hand, Nevada corporations will need shareholders to approve a resolution that the board of directors recommended.
How long does it take to dissolve a business? – The time frame for business dissolution in Nevada will depend on how long a company takes to complete all the required actions. After filing, a company may have to wait for about a week for the Secretary of State to finish processing the documents. The processing time can be less if the company chooses an expedited filing option.
What Happens If Your Company Does Not Formally Dissolve?
A business entity in Nevada that fails to dissolve formally will still have obligations with the state. Thus, it will still have to file annual reports and pay corresponding taxes. Companies that don’t file reports by the due date will have to pay for all delinquent annual fees and late penalties for all missed listings and filings.
Steps To Dissolve Your Business
Once the company has decided to dissolve, it should follow the process that Nevada imposes.
1. File Articles of Dissolution with the state – An LLC in Nevada must submit a completed Articles of Dissolution for a Nevada Limited Liability Company and a Customer Order Instruction form to the Secretary of State. On the other hand, a Nevada corporation has to file a completed Certificate of Dissolution and a Customer Order Instructions with the Secretary of State. Filings can be by mail, fax, email, or in person.
2. Remove all liabilities and obligations – Liquidate the assets of your business entity and settle its obligations following the order of priorities the law has outlined. After that, you can distribute the remaining assets.
3. Give notice to any claimants – Notify all known creditors of the company that your business has filed for dissolution through a written notice. It should include information on where they can send their claims, what information they need to provide, and the deadline. You may also publish a notice in a newspaper to inform other unknown claimants about the dissolution of your company.
4. Tax clearance – Nevada does not require business entities to get a tax clearance. However, your company needs to settle its tax obligations to avoid possible problems in the future.
5. Close all bank accounts, credit lines, permits, and licenses – After the dissolution, you cannot use the company’s bank accounts. So, it will be best for you to close them. You will also have to cancel the permits and licenses of your company.
How DoMyLLC can assist with streamlining the process
Dissolving a business entity in Nevada requires patience and takes some time. If you find the steps too much to handle or you have no time to deal with them, you can turn to a professional. We offer personalized solutions and live support to clients like you. Contact us now and let us help you get started in dissolving your company in Nevada.
Nevada Dissolution FAQs
Dissolving a business entity in Nevada comes with a $100 filing fee. For expedited service, you have to pay an additional $125 for the 24-hour service, $500 for the two-hour service, and $1,000 for the one-hour processing.
Do You Need The Department Of Revenue Clearance Before The Secretary Of State Will Accept Your Dissolution?
Business entities that undergo dissolution in Nevada do not have to secure a tax clearance certificate from the Department of Revenue.
The state usually takes a week to process documents. However, you can request to expedite the services. Choose among the one-day, two-hour, and one-hour service. You can verify if your filing was successful through the Secretary of State’s website.
Another business entity can immediately take your company name a day after the dissolution.
Nevada Business Resources
Nevada Office of Secretary of State
202 North Carson Street
Carson City, NV 89701-4201
Phone: (775) 684-5708
Fax: (775) 684-5725