How to Dissolve an LLC in Wisconsin | LLC Closing Guide

To dissolve a limited liability company one has to take up a set of required steps. In Wisconsin, 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 Wisconsin, 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 a Wisconsin LLC (domestic or foreign) you must have an operating agreement. The first step towards the dissolution of Wisconsin 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 Wisconsin LLC.

How to Dissolve an LLC in Wisconsin

Dissolution of Wisconsin LLC requires three broad procedural steps. Having a Wisconsin LLC Operating agreement, close all the tax accounts, and finally submit the Articles of Dissolution form to the Wisconsin Secretary of State.

Step 1: Follow Your Wisconsin 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. Wisconsin 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.

Tax clearance

While dissolving the Wisconsin 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.

The IRS form for the LLC that are classified as partnerships is form 1065, and those LLC’s who have registered themselves as corporate should check IRS form 1120.

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 Wisconsin Articles of Organization, one has to file Wisconsin 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 Wisconsin 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 Wisconsin 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.

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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.

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Points to Be Noted When Dissolving Wisconsin LLC

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

Winding Up

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 Wisconsin includes the formation as well as dissolution fees. To dissolve an LLC in Wisconsin, LLCs have to file an Article of Dissolution. The filing fee is $20. 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 Wisconsin 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 Wisconsin. A registered agent can help you do the needful.

Reasons Behind Dissolving Wisconsin LLC

People always think that they can leave the company without any notice and there will be no issue. But if you have an LLC that you created with the legal obligation, it needs to be ended that way. Yes, if someone will dissolve an LLC in Wisconsin, 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 Wisconsin!

The state ranks high in farm manufactured goods and produces a great deal of economy. Agriculture sure is the central sector of this state and helps people utilize the best from it. So if someone wants to start an LLC in Wisconsin, they better go for the agriculture, manufacturing, or tourism sector. Indeed there are more sectors in the economy too. Let’s check how they contribute to the economy,

1. Manufacturing: This is one of the main sectors of Wisconsin; it adds a lot of weight to the economy. If we ever ask for the main sectors of this state, there is no way we can forget about it. The main product of the state is machinery, and the secondary are transport equipment of different types. This is also the reason why it contributes $55.94 billion to the state.
2. Business services: Business services add a lot to the economy as they are the businesses we need. There are hotels, law firms, repair shops, and others that hold the economy. The sector represents the Gross Domestic Product by $30.71 billion in the state of Wisconsin.
3. Government enterprises: Operation of the public hospitals and schools is so important. That is why this sector grants a better amount to the GDP of the state. The state’s amount from this sector is $29.55 billion, which is a significant amount than the rest sectors.

Wisconsin LLC Dissolution Review

F.A.Qs

What is the Cost to Dissolve an LLC in Wisconsin

To dissolve an LLC in Wisconsin you need to file the Articles of Dissolution with the Wisconsin Dept. of Financial Institutions through mail or online by paying a filing fee of $20.

One of the primary costs associated with dissolving an LLC in Wisconsin is the filing fee with the Department of Financial Institutions. This fee can range from a few hundred dollars to over a thousand dollars, depending on the specific circumstances of the dissolution. Additionally, there may be other fees or taxes associated with the dissolution process that can add to the overall cost.

In addition to the financial costs, dissolving an LLC in Wisconsin also requires time and effort. There are specific steps that must be followed, including notifying creditors, liquidating assets, and filing the necessary paperwork with the state. These steps can be complex and time-consuming, so it is important for business owners to be prepared to invest the necessary resources to complete the process properly.

Furthermore, there may be additional costs associated with hiring professionals to assist with the dissolution process. Business owners may need to consult with tax advisors, attorneys, or accountants to ensure that all legal and financial obligations are met during the dissolution. While these services can add to the overall cost, they can also provide valuable guidance and expertise to help navigate the process more smoothly.

It is also important to consider the indirect costs of dissolving an LLC in Wisconsin. For example, there may be ongoing obligations such as leases, contracts, or employee agreements that need to be terminated or transferred. Failure to address these obligations properly can result in additional costs or legal complications in the future.

The decision to dissolve an LLC is not one to be taken lightly, and understanding the costs involved is an essential part of the decision-making process. By being aware of the financial, time, and effort required to dissolve an LLC in Wisconsin, business owners can plan effectively to minimize the impact on their finances and operations.

In conclusion, the cost to dissolve an LLC in Wisconsin can vary depending on a variety of factors, including filing fees, professional services, and ongoing obligations. Business owners should be prepared to invest the necessary resources to complete the process properly and avoid any pitfalls along the way. By understanding the costs involved, business owners can make informed decisions about the future of their company and plan effectively for a smooth dissolution process.

In Conclusion

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 Wisconsin. If you have any query do let us know in the comment box.