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What legal steps do I need to take to dissolve my Illinois-based LLC?

To dissolve an Illinois-based LLC, there are specific legal steps that need to be taken. These steps are as follows:

  1. Draft and File Articles of Dissolution

    The first step to dissolve an LLC is to draft and file articles of dissolution with the Illinois Secretary of State. This requires filling out a form which may include the following information:

    • Name of LLC
    • Date of dissolution
    • Reason for dissolution
    • Signature of authorized LLC members

    The form must be notarized before it is filed.

  2. Notify Creditors and Claimants

    The LLC must provide notice to all known creditors and claimants. If the LLC fails to do so, it may still remain liable for any debts and obligations. Notice can be given by mail, email or published in a newspaper.

  3. Liquidate Assets

    The LLC must liquidate all assets and distribute them among the members. The LLC cannot distribute assets until all debts and obligations have been fully satisfied.

  4. File Final Tax Returns and Pay All Taxes

    The LLC must file final tax returns with the Illinois Department of Revenue and the IRS. Any taxes owed must be paid in full.

  5. Cancel Licenses and Permits

    The LLC must cancel all licenses and permits it holds with local and state agencies before it can be officially dissolved.

Potential Limitations or Exceptions:

If there are any lawsuits or claims against the LLC, the members may remain personally liable. If the LLC is unable to pay outstanding debts and obligations, the members may be held responsible. Additionally, the process of dissolving an LLC can be complex, and errors in the process can result in delays or additional expenses. It is strongly advised to seek the counsel of a licensed attorney to ensure all steps are taken correctly.

Further Action:

After completing the above steps, the LLC is considered officially dissolved but it is advisable to keep records of the dissolution documents for future reference. The LLC should also notify any banks, vendors or other relevant parties of the dissolution. If the LLC is registered to do business in other states, similar requirements for dissolution must be met in those states.