Close your business cleanly
and finally.

Processing time depends on your state. Most states take 1–4 weeks for the Articles of Dissolution to be approved once filed. States like California and New York add time because they require a tax clearance certificate before dissolution is finalized — budget 4–8 weeks total for those states. We track your filing and update you at every step.

No. Dissolution is the orderly, voluntary closing of a solvent (or minimally indebted) business — you pay what you owe, distribute assets, and file the paperwork to formally end the entity. Bankruptcy is a federal court process for businesses that cannot pay their debts. Most small business closures go through dissolution, not bankruptcy.

Technically yes, but debts do not disappear with dissolution. You must notify creditors formally and use remaining business assets to satisfy obligations before distributing anything to owners. If debts exceed assets, you may need legal advice before proceeding — dissolution does not provide liability protection for pre-existing personal guarantees.

Your EIN is never truly cancelled — the IRS keeps it on record permanently. What you do is file a final tax return marked as the final return, which closes the account for filing purposes. You can also send a letter to the IRS requesting that your EIN business account be closed, which we include in the wind-down checklist.

Yes. Once dissolution is approved by the state, your registered agent is no longer required. You should formally terminate the service to stop being billed for it. If Kicker is your registered agent, we handle this automatically as part of the dissolution package.

The IRS sets record-retention periods by situation: generally 3 years (the standard period of limitations), at least 4 years for employment/payroll tax records, and up to 7 years for items such as bad-debt or worthless-securities claims — indefinitely if no return was filed. Keeping records for 7 years after the final return is a safe best practice. This includes final tax returns and supporting documents, dissolution filings, asset distribution records, creditor settlement documentation, and payroll records. We store all dissolution documents in your Kicker dashboard permanently.

A dissolved entity cannot simply be reopened — it is gone. To do business again you would form a new entity. Some states offer reinstatement within a window after dissolution if you change your mind quickly, but once the window closes the entity is permanently terminated. If you are unsure about closing permanently, talk to our team before filing.

Voluntary dissolution is initiated by you — the owners decide to close. Administrative dissolution is imposed by the state when a business fails to file annual reports, pay franchise taxes, or maintain a registered agent. We help with both: filing voluntary dissolution to close cleanly, or reinstating an administratively dissolved business if you want to restore it.

A tax clearance certificate is issued by your state's tax authority confirming the business has no outstanding tax liabilities. States like California, New York, and New Jersey require it before they will process your Articles of Dissolution — without it, the state will reject the filing. Our Full Dissolution and Multi-State packages include tax clearance coordination: we prepare the application, submit it to the appropriate state tax authority, and track its status. For states that don't require it (like Wyoming or Nevada), we skip this step automatically.

Yes. An LLC's dissolution is generally treated as a liquidating distribution — assets pass through to members at fair market value, and each member reports their gain or loss on their personal return. An S-corporation dissolution also passes through to shareholders, but built-in gains tax can apply if the S-corp was previously a C-corp within the past 5 years. In both cases you must file a final return (Form 1065 for a partnership-taxed LLC, Form 1120-S for an S-corp) with the 'final return' checkbox marked. We include the final return checklist and flag any entity-specific steps — but consult a tax professional for complex gain/loss calculations.