How to Dissolve an LLC in New Hampshire | LLC Closing Guide


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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.

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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.

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.

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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 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. 

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 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.

Mail to

Corporation Division
NH Dept. of State
107 N Main St, Rm 204
Concord, NH 03301-4989

In-person Drop:
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.

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 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!

  1. 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. 
  2. 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. 
  3. 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.

  1. 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.

  2. Close All Tax Accounts

    Make sure you close all your tax accounts to avoid incurring further costs.

  3. 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.

The first step in dissolving an LLC is to obtain a tax clearance certificate from the New Hampshire Department of Revenue. This document proves that the company has paid all its taxes and has no outstanding liabilities. It costs about $30 and is valid for 60 days. Once the certificate has been obtained, the next step is to file the appropriate paperwork with the New Hampshire Secretary of State. You can do this by mail or in person. Once you have the proper paperwork in hand, you can proceed with filing the articles of dissolution. The articles must include the name of the LLC, the date it will dissolve, and the reason for dissolution.

Dissolving an LLC in New Hampshire requires the approval of the members. In New Hampshire, corporations must have two levels of approval, which is why the board of directors must present a dissolution proposal to the shareholders. The shareholders will then vote on the resolution. After all the necessary steps are taken, you will need to wait about five to eight days for the process to complete.

Before the dissolution process can begin, make sure that all outstanding taxes have been paid. Moreover, make sure to close any business accounts. This will ensure that no unpaid taxes are left to be settled. It’s also a good idea to keep all business documents in order.

Aside from filing the necessary papers with the state, LLCs must also have an Employer Identification Number (EIN). This number is required by law when the company has more than one owner and employees. Moreover, New Hampshire requires businesses to file a Certificate of Cancellation with the Secretary of State. Alternatively, the members or managers of an LLC can disband the company with a judicial decree.

A filing fee for dissolving an LLC is required by the state. This filing fee is $35 for a paper filing and $2 for online filings. Paper filings typically take 5-8 business days to process, while online filings are processed within 3-5 business days. The state may also dissolve an LLC involuntarily. The most common reason is a change in ownership among the owners.

The State of New Hampshire requires LLCs to file annual reports. These reports confirm the number of members, address, and registered agent. These reports are due by April 1 each year, regardless of the company’s fiscal year. The annual report costs $100 and is due by April 1. If you fail to file your annual reports on time, you will be assessed a $50 late fee.

A New Hampshire LLC is a legal entity that provides limited liability to its owners. The owner of the business pays taxes on profits and losses, and the profits and losses of the company are reported on their personal taxes. The name of an LLC must be unique and not similar to another entity in the state. The name of a business should also not contain any prohibited words or phrases. The Secretary of State can help you choose a business name. After you have selected a business name, you need to register it with the Secretary of State. You can also designate an individual or business to act as the registered agent for the LLC.

F.A.Qs

Is there any filing fee the LLC owner has to pay for dissolving their LLC?

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.

Is the revenue department clearance required for dissolution?

No, there is no requirement of revenue department clearance till the time the SOS of New Hampshire accepts the dissolution form.

Can someone else take the name I use for my LLC?

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.

Are there any financial penalties if I don’t dissolve my LLC legally and miss the reports?

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.

Are there any fees for the probate judge who is taking the dissolution decisions?

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.

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

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