How to Dissolve an LLC in Indiana | LLC Closing Guide

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To dissolve a limited liability company one has to take up a set of required steps. In Indiana, if you and the members of the LLC want to discontinue business, then it is necessary to dissolve their business legally to avoid any administrative and legal consequences. To dissolve an LLC in Indiana, you are required to submit a complete Article of Dissolution to the Secretary of State. Before submitting the Article of Dissolution, one must follow the operating agreement.

Indiana LLC Dissolution

If you have an Indiana LLC (domestic or foreign) you must have an operating agreement. The first step towards the dissolution of Indiana LLC is to follow the operating agreement. There are some points to be noted before proceeding with the official paperwork. At first, make sure all the members of the LLC are agreed to dissolve the business. Once all the members are ready, their consent should be recorded via voting. After casting their vote in favor of the dissolution, the legal process must be started. Here are the steps to address for dissolving Indiana LLC.

How to Dissolve an LLC in Indiana

Dissolution of Indiana LLC requires three broad procedural steps. Having an Indiana LLC Operating agreement, close all the tax accounts, and finally submit the Articles of Dissolution form to the Indiana Secretary of State.

Step 1: Follow Your Indiana LLC Operating Agreement

When you have started an LLC as a business entity, then there is an operating agreement that is formed. There are complete details of how the company will function and grow in that operating agreement, which acts as a comprehensive guide. There is also a dissolution process, which is added to your agreement. The common dissolution steps that almost every LLC follows are:-

First of all, the dissolution vote will take place among the LLC members in the dissolution meeting. If the majority is with the YES, then the process goes into legal proceedings.

  • All the dissolution votes will be noted down and recorded with the minutes of the meeting or a consent form.
  • After that, a formal date for dissolving the LLC will be decided.
  • The next step is counting the LLC assets and dividing them among the stakeholders and members accordingly.
  • Finally, the creditors of the business are notified, and the debts of the business are settled.

This is a general process. However, it is strongly recommended to seek professional help to avoid any complications when it comes to terminating an LLC.

Get a Professional Agent Service

When it comes to a limited liability company dissolution, it is important to get professional help. The Indiana registered agent will guide you with everything you need to close your limited liability company. While choosing a registered agent make sure they have a physical street address in the state. A professional service provider helps you to file the Article of Dissolution and close your various tax accounts without any hassle. Below are the best LLC services we strongly recommend for you.

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Step 2: Close All Tax Accounts

Every action that an official business takes is legally bound to some minimum business taxes. For that, various accounts, especially business entity tax account, are maintained by the state government with the help of various departments. You should consider all the taxes that you have paid for your LLC’s duration and make a list of them. 

You must contact all government entities and clear the amount of outstanding taxes due until the date you have decided for dissolution. All the taxes must be paid in advance so that you don’t face any issues in the further process of shutting down your LLC.

Some of the common taxes that limited liability companies have to pay are:

  • Unemployment insurance tax
  • Employee withholding tax if your LLC has employees.
  • If your LLC is engaged in selling taxable goods then they are liable to pay the sales and use tax.

Most of these taxes are normally filed, but some departments require official paperwork, without which it is impossible for the business to close their accounts. Apart from business taxes, federal taxes, personal income taxes, and franchise taxes are to be considered. For the franchise taxes, a franchise tax form is required.

That is why the LLC owner should go through the sales tax guide and hire an accounting service. If you want to do the accounting yourself or make accounting easy, try FreshBooks.

Tax clearance

While dissolving the Indiana LLC, the owner does not require to obtain a tax clearance certificate. However, if you have filed federal taxes, then you must go through the final return option on your IRS form. 

The IRS form for the LLC that are classified as partnerships is form 1065, and those LLC’s who have registered themselves as corporate should check IRS form 1120.

Step 3: File Articles of Dissolution

There is a list of dissolution documents that you, as an LLC owner, have to file. Once these articles are filed, the legal existence of the LLC will be over. Like an Indiana Articles of Organization, one has to file Indiana LLC Articles of Dissolution. The dissolution procedure and filing the articles of dissolution form is very easy and is discussed below.

  • First of all, the LLC owner(s) has to file the Article of Dissolution. There are multiple methods of filing available, such as file by mail, in-person drop, or/and online filing. To get the application form you need to visit the Secretary of State Website of Indiana state.
  • You can follow the filing instruction on the official portal so that the steps for dissolution will be easier to complete.
  • In that particular SOS website, the LLC owner has to look for the Domestic LLC Articles of Dissolution page.
  • If you want to dissolve Indiana Foreign LLC then look for the Foreign LLC Dissolution process.
  • There is a form available on this page, which is the article of dissolution you are looking for. You have to download that pdf form and start filling it.
  • You must fill in all the important and legal information in the form, so you should be extra careful.
  • After filling in all the important information, you must choose the mode of payment you want to use to pay the LLC dissolution filing fees.
  • After filling in every detail, one should submit the form through an official mail address and make a payment.
  • It takes 3-5 business days after filing of articles of dissolution if you are filing it by mail or in-person.

Mail to

Secretary of State
Business Services Division
302 West Washington St., Room E018
Indianapolis, IN 46204

Online FIling: Indiana Online LLC Dissolution

Filing Fee: $30

The LLC you owned is dissolved, and you are free from all the liabilities linked with the LLC and its taxes. A copy of both original articles and recorded articles should be submitted in front of the probate judge. Now it’s his call that he accepts your expedited dissolutions or not.

Points to Be Noted When Dissolving Indiana LLC

Apart from these three steps, no major dissolution rules are there in Indiana. However, there are some other tasks one has to keep in mind while dissolving an LLC legally.

Winding Up

There are some purposes of LLC that require some attention even after dissolution, known as winding up. The task of winding up includes.

  • For a certain period, the property of a business requires preservation.
  • If there is any civil case against the LLC, then the owner needs to finish them.
  • Settle all the existing disputes of LLC.
  • Transfer all the property of LLC to the names of partners.
  • Release all the liabilities that the LLC owes to others.
  • Rightful distribution of all the assets among members, according to their percentage of partnerships.

Cost of Dissolving LLC

LLC cost in Indiana includes the formation as well as dissolution fees. To dissolve an LLC in Indiana, LLCs have to file an Article of Dissolution. The filing fee is $30. The details are mentioned on the second page of the article dissolution filing form. Following are the ways to pay for the dissolution,

  • You can select a payment pick-up option.
  • There is an option of direct account transfer through your prepaid accounts.
  • LLC owners can also use their Credit cards, providing their complete details and types. Along with that, an original signature is required to authorize the transaction state will make.

After Dissolving Your LLC

After you formally dissolve your LLC, your business name will not be reserved anymore. Any other business entity will be eligible to use your Indiana LLC name immediately after 120 days of dissolving your LLC. On the other hand, if you have a foreign LLC in other states, then you must comply with the SOS of the state after the dissolution of your LLC in Indiana. A registered agent can help you do the needful.

Reasons Behind Dissolving Indiana LLC

Having a business is such great leisure, as we can go and come as we please. But when we start an LLC in Indiana, we have to check the guidelines to create it. With the help of these things, we will be able to start the business. But there can be some reasons that it won’t make better outcomes. It can be because of different reasons, and one solution will be the dissolution of the company. The reasons are here as follows, 

  • The research for the company wasn’t according to valuable facts. 
  • The inflow of cash is not proper for the operation of the company. 
  • It is impossible to pay the debts of the company. 
  • The owners keep getting into disagreements about the company. 
  • The goal of the company has changed, or it just reached the extent of completion. 

Top Businesses in Indiana!

Many times we get an idea and start the company for that. But guess what? Is it providing better aspects to the state? No, it is not. So isn’t it better to check which industry is doing better and start a business accordingly? If you want to eliminate the need to dissolve an LLC in Indiana, check the following info. 

  1. Manufacturing: Manufacturing is a big part of a state, which they cherish the most. But when it comes to the state of Indiana, it is meant to be cherished because of its economic contribution. This industry provides $93.29 billion to the GDP, which is an enormous amount regarding Indiana. 
  2. Finance and insurance: No one can get enough out of the money they have. So with the help of this industry, it is easy for people to take loans or rent a property. People need it, and that is why it can make a better contribution to the economy too. The amount it represents in the GDP is %51.25 billion, which is not a small amount for sure. 
  3. Health care and social assistance: Don’t we all look for better health care opportunities? We sure do, and that is why this industry is doing so well in Indiana. It is making a lot of money and is representing itself by $32.5 billion in GDP too. So it is a good amount, and there is no way a person cannot do good with this industry.

Indiana LLC Dissolution Review

Time needed: 5 minutes

Here’s a recap of the steps you must follow when dissolving your Indiana LLC. Click on the steps in this list if you want to read the full detail.

  1. Follow Your Indiana LLC Operating Agreement

    Remember that when you started, you created an operating agreement. Use this agreement as a guide in proceeding with the dissolution of your LLC.

  2. Close All Tax Accounts

    Make sure you close all your tax accounts to avoid incurring further costs.

  3. File Articles of Dissolution

    File the article of dissolution to make it known to the state where your LLC operates is that you are indeed no longer in business.

What is the Cost to Dissolve an LLC in Indiana

To dissolve an LLC in Indiana you need to file the Articles of Dissolution with the Indiana Secretary of State via mail or online for $30.

One of the primary costs incurred during the dissolution process is the filing fee. In Indiana, LLCs are required to submit articles of dissolution to the Secretary of State’s office. This paperwork typically includes specific details about the company’s name, business activities, and the reason for dissolution. At the time of filing, LLC owners must pay a fee, which covers administrative expenses and processing. It is crucial to note that this fee is subject to change, so referring directly to the Secretary of State’s website for the most accurate information is advisable.

Another cost to consider when dissolving an LLC in Indiana is the hiring of an attorney or professional services. While hiring a lawyer is not a legal requirement, it can be immensely beneficial. Legal experts assist with navigating a myriad of nuances and potential disputes that can arise during the dissolution process, providing peace of mind and minimizing unexpected costs down the line. The legal fees associated with preparing the required dissolution paperwork, dealing with creditors, distributing assets, and addressing any outstanding obligations will depend on the complexity of the dissolution.

Additionally, it is important not to overlook any outstanding state taxes or obligations that must be settled before closing the business. LLC owners are responsible for filing and paying state taxes, including income tax, property tax, and sales tax if applicable. Prior to dissolving the LLC, all business tax liabilities, including penalties and interest, must be resolved with the Indiana Department of Revenue. It is advisable to fully understand the extent of any tax obligations to avoid complications, potential audits, or additional costs related to noncompliance.

Another potential cost to be aware of is addressing outstanding legal issues and contractual obligations. Termination of an LLC does not immediately absolve the company from ongoing legal proceedings or contractual requirements. Existence of pending lawsuits or contractual commitments should be considered when estimating the overall cost of dissolving an LLC. Settling disputes or honoring remaining obligations may incur additional expenses, particularly if the dissolution proves complicated or contentious.

While this editorial comment provides a generic overview of the costs of dissolving an LLC in Indiana, it is essential to remember that each situation is unique, and costs may vary. Proper planning, seeking professional advice, and conducting thorough research before initiating the dissolution process are critical steps to minimize unexpected expenses.

Reaching such a significant decision is accompanied by both financial and procedural considerations, as LLC owners in Indiana need to be aware of the costs involved with dissolving their business. However, thorough preparation can aid in a smoother process, providing owners with the opportunity to seamlessly move forward from their LLC with minimal financial strain.


Is there any filing fee the LLC owner has to pay for dissolving their LLC?

Yes, in Indiana, there is a fee of $30 to be paid for filing the Articles of Dissolution. Articles of Dissolution must be submitted to the Indiana SOS.

Is the revenue department clearance required for dissolution?

No, there is no requirement of revenue department clearance till the time the SOS of Indiana accepts the dissolution form.

Can someone else take the name I use for my LLC?

The name will also get deregistered with the dissolution of the LLC. But the name will not be allotted for the next 120 days. After that, if some business wants to name their LLC after the name chosen by you, then it is their choice.

Are there any financial penalties if I don’t dissolve my LLC legally and miss the reports?

If you have not dissolved your LLC, you are liable for business privilege tax, and if it is not paid on time, you are leveraged with 10% of the amount of tax or $50. After that, the additional penalties will increase by $1 per month. If it goes unpaid for a longer duration, then the chances of seizing your property can also recover the tax.

Are there any fees for the probate judge who is taking the dissolution decisions?

Yes, if you are dissolving your LLC, you have to pay some amount to the probate judge who was also present during your LLC formation in the probate office. The minimum fee of the judge is $50, which can vary.

In Conclusion

Limited liability companies reduce owners’ personal liability. Having an LLC is quite cost-effective. However, if it is required to close down the business, then the dissolution process should be done legally. Get a professional service to get everything done. We hope this article helps you to close your LLC in Indiana. If you have any query do let us know in the comment box. 

About Author & Editorial Staff

Steve Goldstein, founder of LLCBuddy, is a specialist in corporate formations, dedicated to guiding entrepreneurs and small business owners through the LLC process. LLCBuddy provides a wealth of streamlined resources such as guides, articles, and FAQs, making LLC establishment seamless. The diligent editorial staff makes sure content is accurate, up-to-date information on topics like state-specific requirements, registered agents, and compliance. Steve's enthusiasm for entrepreneurship makes LLCBuddy an essential and trustworthy resource for launching and running an LLC.

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