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What steps do I need to take to dissolve my partnership in Ohio?

Picture of Chris Battis By   ·  1 minute read

To dissolve a partnership in Ohio, there are several steps you must take:

  1. Review your partnership agreement. Check to see if your partnership agreement contains any provisions about how to dissolve the partnership. If it does, follow the steps outlined in the agreement.

  2. Agree on a dissolution plan. If your partnership agreement does not have provisions for dissolution or if you and your partner(s) want to modify the dissolution agreement, you need to agree on a plan. This plan should cover how to distribute assets and liabilities, how to notify clients and suppliers, and how to terminate any leases, contracts, or agreements in place.

  3. File a Certificate of Cancellation with the Secretary of State. Ohio law requires you to file a Certificate of Cancellation with the Secretary of State to dissolve your partnership. You can file the form online or mail it to the Ohio Secretary of State's office. There is a fee for filing the form.

  4. Notify all creditors and debtors. Ohio law requires you to notify all creditors and debtors of the partnership about the dissolution. You also need to provide them with a plan for how to distribute the partnership's assets and liabilities. You should also include the effective date of dissolution and the name and contact information of the person responsible for winding up the partnership's affairs.

  5. File final tax returns. You need to file final tax returns for the partnership with the Internal Revenue Service (IRS) and the Ohio Department of Taxation. You should also notify the Ohio Department of Taxation that you have dissolved the partnership.

  6. Wind up the partnership's affairs. After all the steps above have been completed, you need to wind up the partnership's affairs. This involves collecting accounts receivable, paying off debts and liabilities, liquidating assets, and distributing assets to partners according to the agreed-upon plan.

Note that if the partnership has any disputes or outstanding legal issues, they will need to be resolved before the dissolution can be completed. Also, if the partnership is a limited liability partnership or a limited partnership, there may be additional steps required by law. It is recommended that you consult with an experienced business attorney for guidance on how to dissolve a partnership in Ohio.