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What legal steps should I take to dissolve my business in Texas?

To dissolve a business in Texas, there are several legal steps that need to be taken, and it is important to follow all the necessary procedures to avoid potential legal issues in the future.

  1. Check the Business Entity Record with the Secretary of State: Before dissolving the business, it is important to check the Business Entity Records with the Texas Secretary of State. This record contains important details that need to be considered before the dissolution. You will need to confirm that the business is in good standing, determine who owns the business, and know the business’s legal form.
  2. Follow the Business’s Operating Agreement, Bylaws, or Organizational Documents: The operating agreement or organizational document outlines the process for dissolving the business. Follow the procedures in the agreement to ensure that you dissolve the business legally.
  3. File Discontinuation of Registered Agent: The registered agent is responsible for receiving legal documents on behalf of the business. To dissolve the business, you must file a discontinuation of registered agent form with the Texas Secretary of State.
  4. File Articles of Dissolution: To formally dissolve the business, file Articles of Dissolution with the Texas Secretary of State. The process and requirements for the articles of dissolution depend on the business’s legal form.
  5. Notify the Appropriate Government Agencies: Notify the appropriate government agencies, such as the Texas Comptroller of Public Accounts, the Texas Workforce Commission, and the Internal Revenue Service, of the business’s dissolution. Also, cancel your business licenses, permits, and registrations.
  6. Settle the Business’s Liabilities and Obligations: Settle the business’s debts, taxes, and obligations to avoid potential legal issues in the future. Pay off any outstanding debts and close any lines of credit. Notify creditors and other stakeholders of the dissolution.
  7. Distribute Any Remaining Assets or Funds: After settling all obligations, distribute any remaining assets or funds to the business’s owners or shareholders.

It is recommended that a business owner consults with an attorney before proceeding with the dissolution of the business to ensure that all legal requirements are met.