What Is West Virginia Dissolution?
To formalize and legalize the closure of your business in West Virginia, your company has to go through the process of dissolution. Through this, your company informs the state that the company will no longer conduct business operations.
Why Does A Company Dissolve?
Why do companies need to dissolve? –> West Virginia requires business entities to submit formal paperwork to dissolve. This way, the state will know that your company will no longer be liable for filing business reports and taxes.
Who makes the decision to dissolve? – A West Virginia LLCs requires the votes of members. A corporation, on the other hand, needs the recommendation of the board of directors and the votes of the shareholders. You can check the formation documents of your company to see if there are provisions regarding dissolution.
How long does it take to dissolve a business? – There is no guarantee of how much time a company has to spend to finish the whole process. It varies depending on how your company handles the necessary steps. If your company finishes its responsibilities fast, it will finish early. The state does not take much time processing dissolution. You can give it 1-2 days to finish the review of your documents.
What Happens If Your Company Does Not Formally Dissolve?
A company that fails to dissolve formally will remain in the register of the state. That means it still exists. Your company will continue to be liable for filings, taxes, and all corporate acts in the past.
Steps To Dissolve Your Business
All business entities will have to go through the process that the state of West Virginia has set.
1. File Affidavit to Dissolve with the state – File the proper form with the Business Division of the Secretary of State by mail, fax, or in person. To close your LLC in West Virginia, you have to submit the Articles of Termination of a West Virginia Limited Liability Company. Corporations have to file Articles of Dissolution. The form has two types. If your corporation has conducted business or issued shares, use Articles of Dissolution of a Voluntary Dissolution of a West Virginia Corporation. But, if your corporation has never transacted business or issued shares, use Articles of Dissolution of a Corporation Never Commencing Business.
2. Remove all liabilities and obligations – Your company has to pay for all its debts and liabilities. Liquidate all the assets of the company so you can settle its obligations. If there are remaining assets after, your company can distribute them to shareholders or members according to ownership interests.
3. Give notice to any claimants – Send a written notice to known creditors and claimants by mail. Include in the notice where they can submit claims and the deadline for submission. Make sure that it is clear to them that your company will no longer accept claims after the deadline. You may also publish a notice in a newspaper to notify possible unknown claimants.
4. Tax clearance – West Virginia LLCs do not need clearance. However, you have to certify that your company has fulfilled all its filing responsibilities with state agencies. Meanwhile, corporations need tax clearances. But your company does not have to request for the clearances. The Secretary of State will do it for you. They will contact the Tax Department, Employer Coverage Unit, and Department of Employment Security. The Secretary of State will only issue your corporation’s Certificate of Dissolution after receiving the clearances in writing.
5. Close all bank accounts, credit lines, permits, and licenses – Contact the bank to find out how you can close all accounts and credit lines that your company owns. Additionally, you should also cancel business licenses and permits to protect your finances from possible issues.
How DoMyLLC can assist with streamlining the process
The dissolution process in West Virginia can seem complicated, especially for a beginner. But, asking for assistance from a professional can help. Our team can be there for you as you go through the process. We can handle the paperwork for you to ensure that your company complies with state regulations. We also offer personalized solutions and live support from our team of experts. Contact us now and find out how your West Virginia company can benefit from our services.
West Virginia Dissolution FAQs
Dissolving a West Virginia business entity requires a $25 filing fee.
If your company is an LLC, you do not need clearance. If it is a corporation, it will need clearance from the Tax Department, Employer Coverage Unit, and Department of Employment Security.
Normal processing takes around 24 to 48 hours. The Secretary of State will process in person filings while the company representative waits. Corporations may have to wait longer if they have outstanding liabilities with the state agencies that issue clearances.
Another entity can use your business name immediately after the dissolution.
West Virginia Business Resources
West Virginia Office of Secretary of State
West Virginia Secretary of State
Bldg. 1, Suite 157-K 1900 Kanawha Blvd. East
Charleston, WV 25305-0770