To dissolve a limited liability company one has to take up a set of required steps. In New Hampshire, 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 New Hampshire, 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.
If you have an NH LLC (domestic or foreign) you must have an operating agreement. The first step towards the dissolution of New Hampshire 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 New Hampshire LLC.
On this page, you’ll learn about the following:
- How to Dissolve an LLC in New Hampshire
- After Dissolving Your LLC
- Reasons Behind Dissolving New Hampshire LLC
- New Hampshire LLC Dissolution Review
How to Dissolve an LLC in New Hampshire
Dissolution of New Hampshire LLC requires three broad procedural steps. Having a New Hampshire LLC Operating agreement, close all the tax accounts, and finally submit the Articles of Dissolution form to the New Hampshire Secretary of State.
Step 1: Follow Your New Hampshire 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 New Hampshire 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.
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.
While dissolving the New Hampshire 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.
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 New Hampshire Certificate of Formation, one has to file New Hampshire 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 New Hampshire 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 New Hampshire 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.
NH Dept. of State
107 N Main St, Rm 204
Concord, NH 03301-4989
State House Annex
3rd Floor, Room 317
25 Capitol St.
Concord, NH 03301
Online FIling: New Hampshire Online LLC Dissolution
Filing Fee: $35
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 New Hampshire LLC
Apart from these three steps, no major dissolution rules are there in New Hampshire. However, there are some other tasks one has to keep in mind while dissolving an LLC legally.
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 New Hampshire includes the formation as well as dissolution fees. To dissolve an LLC in New Hampshire, LLCs have to file an Article of Dissolution. The filing fee is $35. 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 New Hampshire 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 New Hampshire. A registered agent can help you do the needful.
Reasons Behind Dissolving New Hampshire LLC
People have different businesses, and that is how they can have various reasons for dissolving it too. People dissolve an LLC in New Hampshire for their causes, as it can be voluntary or involuntary. Yes, a business can be dissolved under the circumstances of its issues or the government’s obligation. Let’s take a look at these reasons here,
- The company owners might need to get off from the company’s debts.
- It is high time and the company is not growing in the aspects of clients or areas.
- There is a frequent deadlock in the decisions regarding the betterment of the company.
- One of the company’s owners has gone bankrupt.
- The company is not paying the liable amounts due to the government.
- There is no registered office of the company according to the government.
Top Businesses in New Hampshire!
The economy of the state depends on the different industries. With the help of these industries, they all can make the best and developed services that people need. It is all about who wants to start an LLC in New Hampshire and how they plan on doing it. With the help of the information we will provide, you will get the idea of what is more profitable. So check them here!
- Finance: There are so many industries that come under this one, and it is the leading one in all. But if we talk about the main one, then the tourism industry brings the best of it all. It brings billions to the state. If we make it into the numbers, it represents the GDP by $15.82 billion for the state.
- Professional services: People need other services too, like some personal healthcare, law firms, repair shops, etc., so it is the ultimate sector of services that comes on the second number of assistance in the economy of New Hampshire. It represents the state with $10.56 billion to the GDP, which is a significant amount too.
- Manufacturing: Don’t we all feel the need to have those finished goods? We do, yes. It is the industry that is all behind that. Cotton cloth, electronic products, and machinery are the main products that we get from this sector. It is not just the goods; we get development in the economy too. It contributes $9.13 billion to the GDP and induces growth there.
New Hampshire LLC Dissolution Review
Time needed: 5 minutes.
Here’s a recap of the steps you must follow when dissolving your New Hampshire LLC. Click on the steps in this list if you want to read the full detail.
- Follow Your New Hampshire 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 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 New Hampshire
To dissolve an LLC in New Hampshire you need to file the Certificate of Cancellation with the New Hampshire Corporation Division through mail, in-person or online for $35.
Dissolving a New Hampshire limited liability company can be quite easy, but it can also be a very complicated process. There are three broad procedural steps to follow. The first step is filing an Articles of Dissolution with the New Hampshire Secretary of State. This document should include the name of the LLC, the date of dissolution, and the reason for dissolution.
The second step is to close all of your tax accounts. This can be done either online or by mailing a certificate. You will need to complete a few forms and pay a fee. Depending on how much you paid for the LLC, you may need to hire a professional service provider to complete the paperwork.
You will also need to pay any taxes that you owe. If you have any employees, you might have to pay payroll taxes. Paying any outstanding tax liabilities before closing your tax accounts will prevent any problems during the dissolution. Depending on your state, you might also need to consult with a tax advisor.
Your LLC’s operating agreement should also be filed. It should contain a description of the character of your business, the names and addresses of your managers and members, and the address of your principal office. In addition, you should include the name and address of your registered agent, or a person to whom you would like to send your annual report.
You will need to prepare a list of all taxes that you have paid. Those payments will need to be cleared before the business can be dissolved. A Certified Public Accountant can help you do this. Once you have completed all of the necessary paperwork, you can proceed with dissolving your LLC.
Finally, you will need to notify all of your creditors, as well as your bank. This can help prevent you from running into any financial difficulties in the future. You might also need to close your business bank account. Also, you should be sure to cancel any business licenses and credit cards you have. Leaving any of these accounts open could lead to legal trouble.
One of the last steps in the dissolution of a New Hampshire LLC is to pay the final balance of any taxes that you owe. If your LLC has a federally-filed entity, you will need to complete the final return on the IRS form. Typically, this will take about 5-8 days. However, if you are hand-delivering your documents, you should expect to have them processed in about 3-5 days.
Finally, you will need to contact any government agencies that you have worked with in the past. These may include your employer, your tax authority, and your state. If you need to file an annual report with any of these organizations, you will need to pay a fee. For instance, if you own a foreign LLC, you will need to pay a $30 fee.
Choosing a new name for your business is an important step. Having a unique, distinguishing business name will help your company to attract customers.
Yes, in New Hampshire, there is a fee of $35 to be paid for filing the Articles of Dissolution. Articles of Dissolution must be submitted to the New Hampshire SOS.
No, there is no requirement of revenue department clearance till the time the SOS of New Hampshire accepts the dissolution form.
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.
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.
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.
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 New Hampshire. If you have any query do let us know in the comment box.