How to Dissolve an LLC in Maine

Dissolving a business often involves complex procedures. However, for a limited liability company in Maine, dissolving it takes a handful of paperwork. When an LLC is formed in Maine, the owner(s) draft the operating agreement. If the owner(s) decide to dissolve the business, the dissolution takes place following the articles mentioned in the operating agreement.

In this article, LLCBuddy editors shared the ins and outs of dissolving an LLC in Maine. LLCs must file the Articles of Dissolution with the Maine Secretary of State like the formation certificate was filed at the time of forming an LLC in Maine. It takes a few days to process and a handful of fees to be paid to the SOS. Many people hire a professional service to do the paperwork to process it hassle-free.

At the time of forming an LLC, an operating agreement draft must be written. Generally, the process of dissolution takes place following the operating agreement (read: Maine LLC operating agreement). Before the dissolution process, there are a few things to consider in the LLC.

First, make sure all the members of the LLC agree 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.

Dissolution of Maine LLC requires three broad procedural steps. Having a Maine LLC Operating Agreement, closing all the tax accounts, and finally submitting the Articles of Dissolution form to the Maine Secretary of State.

Step 1: Follow the LLC Operating Agreement in Maine

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 in Maine.

Get a Professional Agent Service

When it comes to a limited liability company dissolution, it is important to get professional help. Maine 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 in Maine that 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 accounts, 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 by the date you have decided to dissolve. All the taxes must be paid in advance so that you don’t face any issues in the 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.

Tax clearance

While dissolving the Maine LLC, the owner is not required 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 LLCs that are classified as partnerships is Form 1065, and those LLCs who have registered themselves as corporate should check IRS Form 1120.

BOI Reporting

If you’re going to dissolve your LLC this year, make sure to update your BOI reporting. From January 1, 2024, the Financial Crimes Enforcement Network (FinCEN) implied a rule to all businesses, including LLCs in Maine to file the BOI Report. The Beneficial Ownership Information (BOI) in Maine is a report that states about in and out of the company. This report must be up-to-date and submitted to the FinCEN before you proceed to the dissolution.

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 a Maine Certificate of Formation, one has to file Maine LLC Certificate of Formation. 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 filing by mail, in-person drop, or/and online filing.
You can follow the filing instructions on the official portal so that the steps for dissolution will be easier to complete.
For offline filing, LLCs must download the form and submit it to the Maine Secretary of State physical office along with the state filing fee.
If you want to dissolve Maine Foreign LLC then look for the Foreign LLC Dissolution process.
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.

Filing	Forms and Details
Online Applications	Not Applicable
Offline Applications	LLC Certificate of Cancellation
SOS Contact (if offline application is available)	Secretary of State, Division of Corporations, UCC and Commissions, 101 State House Station, Augusta, ME 04333-0101
Filing Time	5 to 10 working days
Filing Fee	$75

The LLC you own 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 whether he accepts your expedited dissolutions or not.

Points to Be Noted When Dissolving an LLC in Maine

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

Winding Up

Some purposes of LLC 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 the 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 costs in Maine include the formation as well as dissolution fees. To dissolve an LLC in Maine, LLCs have to file an Article of Dissolution. The filing fee is $75. The details are mentioned in the articles of dissolution filing form. Following are the ways to pay for the dissolution,

You can select a payment pick-up option.
There is an option for 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 the state will make.

After Dissolving Your LLC

After you dissolve an LLC in Maine, you can reinstate or revive the same within a given time. In Maine, the LLC name will be available up to 3 years. After this, the name will be available to other LLCs. Besides, you might revive or reinstate the LLC in Maine if that is available. According to the Maine SOS, you can revive your LLC within 6 years.

Reasons Behind Dissolving an LLC in Maine

People always think they can leave the company without any notice and there will be no issue. But if you have an LLC that you created with a legal obligation, it needs to be ended that way. Yes, if someone will dissolve an LLC in Maine, they will have to do it while taking care of the government. For dissolving the company, there is always a reason. The reason can be voluntary or involuntary too. Let’s get to know about the involuntary reasons,

If the company was caught doing illegal business.
If the company’s member died due to some reason or went bankrupt.
The dissolution will be mandatory if the assets of the business are used unwisely.
If the time being of the company was already determined in the will, then the company will go into dissolution at that time.

Top Businesses in Maine

With the population of 1,372,559, Maine is one of the favorable places to start an LLC. According to several reports, starting an LLC for Farming Business can be profitable as various places in the state showed steady growth in this business over the past few years. On the other side, based on the city or region you’re going to start your LLC, you can decide the type of business to start. Following are the top 5 businesses you can start in Maine.

Farming Business
Tourist Activities
Food Services
Rental Property Business
Beverage Production

Maine LLC Dissolution Review – A Quick Recap

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

Follow Your Maine 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.
Close All Tax Accounts: Make sure you close all your tax accounts to avoid incurring further costs.
File Certificate of Formation: File the article of dissolution to make it known to the state where your LLC operates that you are indeed no longer in business.

FAQs

How do I dissolve my LLC in Maine?

In order to dissolve your LLC in Maine, you must file Articles of Dissolution with the Secretary of State.

What information is required on the Articles of Dissolution in Maine?

The Articles of Dissolution in Maine must include the name of the LLC, the date of filing the Articles of Organization, and a statement that the dissolution was approved by the required vote of the members or managers.

Can I dissolve my LLC in Maine online?

No, the Articles of Dissolution must be filed by mail or in person with the Secretary of State in Maine.

How much does it cost to dissolve an LLC in Maine?

The filing fee to dissolve an LLC in Maine is $145.

Do I need to obtain a tax clearance certificate to dissolve my LLC in Maine?

Yes, you must obtain a tax clearance certificate from the Maine Revenue Services before dissolving your LLC.

What taxes do I need to settle before dissolving my LLC in Maine?

You must settle any outstanding state taxes, including income tax, sales tax, and withholding tax, before dissolving your LLC in Maine.

How long does it take to dissolve an LLC in Maine?

The processing time for dissolving an LLC in Maine is typically 7-10 business days.

Can I reinstate my LLC in Maine after it has been dissolved?

Yes, you can reinstate your LLC in Maine within 5 years of dissolution by filing an Application for Reinstatement and paying the applicable fees.

What happens to my LLC’s name after dissolution in Maine?

Once an LLC is dissolved in Maine, its name becomes available for use by another business entity.

Do I need to notify creditors of my LLC’s dissolution in Maine?

Yes, you must notify creditors of your LLC’s dissolution by publishing a notice in a newspaper circulation where the LLC’s principal place of business is located in Maine.

Can I dissolve my LLC voluntarily in Maine?

Yes, you can voluntarily dissolve your LLC in Maine by following the statutory requirements for dissolution.

What is the first step to dissolve an LLC in Maine?

The first step to dissolve an LLC in Maine is to pass a resolution to dissolve the LLC by the members or managers.

Do I need to notify the employees of my LLC before dissolving in Maine?

Yes, you must notify employees of the LLC’s dissolution at least 60 days before the effective date in Maine.

Can I dissolve my foreign LLC in Maine?

Yes, a foreign LLC can dissolve in Maine by following the same process as a domestic LLC.

Is there a specific form for dissolving an LLC in Maine?

Yes, you must file the Articles of Dissolution form provided by the Secretary of State in Maine.

Can I dissolve my LLC in Maine if it has outstanding debts?

Yes, you can dissolve your LLC in Maine even if it has outstanding debts, but you remain personally liable for those debts.

What happens to the assets of my LLC after dissolution in Maine?

The assets of your LLC must be distributed to creditors and members before the dissolution in Maine is complete.

Can I transfer my LLC’s assets to another business entity during dissolution in Maine?

Yes, you can transfer your LLC’s assets to another business entity as part of the dissolution process in Maine.

Can I dissolve my LLC in Maine if it is involved in pending litigation?

Yes, you can still dissolve your LLC in Maine if it is involved in pending litigation, but you must settle the legal matters before complete dissolution.

Do I need to cancel my LLC’s licenses and permits before dissolution in Maine?

Yes, you must cancel all licenses and permits issued to your LLC before the dissolution is finalized in Maine.

Can I reapply for new licenses and permits after dissolving my LLC in Maine?

Yes, you can reapply for new licenses and permits if you decide to start a new business entity in Maine after dissolving your LLC.

What is the deadline for filing articles of dissolution in Maine after deciding to dissolve an LLC?

You must file the articles of dissolution with the Secretary of State in Maine within 30 days of passing the vote to dissolve the LLC.

Can I dissolve my LLC in Maine if there are dispute among the members?

Yes, you can still dissolve your LLC in Maine if there are disputes among the members, but the issues must be resolved before dissolution is complete.

Do I need to file a final tax return for my LLC in Maine before dissolving it?

Yes, you must file a final tax return for your LLC in Maine and settle any outstanding tax liabilities before proceeding with dissolution.

Is there a waiting period before I can file for dissolution in Maine after forming my LLC?

No, there is no waiting period to dissolve your LLC in Maine after formation, but you must ensure that all formalities are completed before dissolving.

Can I dissolve my LLC in Maine if it is declared bankrupt?

Yes, you can still dissolve your LLC in Maine if it is declared bankrupt, but you must follow the bankruptcy laws and settle the debts before dissolution.

Can I dissolve my LLC in Maine if it is under investigation by regulatory authorities?

Yes, you can dissolve your LLC in Maine if it is under investigation by regulatory authorities, but you must cooperate with the authorities and settle any regulatory issues before dissolution.

Do I need to publish the dissolution of my LLC in a Maine newspaper?

Yes, you must publish a notice of the LLC’s dissolution in a newspaper of general circulation in the county where the LLC’s principal place of business is located in Maine.

How do I dissolve an LLC in Maine?

To dissolve an LLC in Maine, you must file a Certificate of Termination with the Secretary of State.

What is required to file a Certificate of Termination in Maine?

In Maine, you will need to have all your business taxes paid up to date and obtain a tax clearance certificate from the Maine Revenue Service.

In Conclusion

Dissolving a business is not an easy task as a lot of homework is involved with the process. The official process might have only a few steps, however, before and after dissolving the LLC, there might be a lot of other tasks. In this case, it is highly recommended to get a professional service. If you are looking to file an LLC at $0, then ZenBusiness is your answer.

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. This article shared the general steps. Let us know if you have any queries.