Business dissolution

Dissolving your LLC means that your company is no longer a legal entity with the state. File your dissolution online with the Secretary of the State.

Note that "dissolution" applies to domestic LLCs, stock, and nonstock corporations. Other business types may need to file for "cancellation," "withdrawal," or "renunciation," and when you file online the system will make that distinction for you.

If you receive an annual report reminder from our office, then your business is still considered active and may be subject to business entity tax. Even if your business did not make money or file annual reports for several years, it may not be officially closed. Excluding trade names (DBAs), a business is not closed until a dissolution has been filed. This puts an end to your liability for annual fees, business taxes, annual reports and lawsuits. 

Step 1: File your business dissolution online

This will save you unnecessary taxes and fees.

Step 2: Follow the process in your Operating Agreement

Your Operating Agreement should outline what you need to do to dissolve your LLC. Typical items include:

• Meet with business members to vote on closing the business.
• Split up business assets.
• Decide on a closing date.
• Make arrangements to pay off business debt.
• Contact your creditors.

Step 3: Check your business tax accounts

Pay all outstanding balances for:

• Your sales and use tax
• Employee withholding tax
• Unemployment insurance tax
• Any interest or fees due

Step 4: Close your tax and state accounts

Usually, you need to send a final tax return to the right agency to close your tax and state accounts. However, you may have to file other paperwork for closing certain tax accounts. You can also close your DRS tax and state accounts online at myconneCT. Confirm with your CPA the exact details for this process.

Step 5: Close your business tax withholdings

You need to stop your business tax withholdings, which means you’ll stop paying employee wages. Generally, you should:

• File the correct forms.
• Issue W2 forms to your workers.
• Send copies of these forms to the tax authority.
• Contact Connecticut's Department of Labor to cancel your employee registration. 
• Submit a close request through our ReEmployCT website. If you don't have credentials you will have to create them.
• Learn more about the process for ending your business tax withholdings.

Step 6: Close your unemployment tax account

To close your unemployment tax account, please visit Connecticut's Department of Labor. 

Step 7: Close your business bank account

To close your business bank account, contact your bank for exact procedures. Make sure to leave enough money in the account to pay off any debts and creditors. If not, creditors may try to obtain assets from other LLC members. 

Step 8: Notify CT Paid Leave of business closing

Please note that if you had one or more employees in Connecticut, you will need to take the additional step of notifying the CT Paid Leave Authority that your business is closed. Get more details on how to complete this process.

Beyond these steps, contact your legal team and your accountant to provide you with more specific details for successfully dissolving your LLC in Connecticut.