How to Close a Company
Filed Under: INC Knowledge
Tags: Closing Your Company, Corporation, INC Knowledge, Limited Liability Company
Sadly, a business will sometimes run its course and no longer be of any use. Harvard Business Services is always sorry to hear that someone would like to cancel their LLC or dissolve their Corporation, but we’re here to serve when the situation occurs. We greatly appreciate and enjoy the opportunity to serve as the Delaware Registered Agent for the years the company was in existence.
When the company was originally filed, a Certificate of Formation/Incorporation was submitted to create the new entity. The company is actually born at the time of filing. I like to think of that document as the birth certificate for the LLC or Corporation. When it comes time to close down the entity, once again a document is filed with the Division of Corporations. The proper document for the closing of a Corporation is called a Certificate of Dissolution, while the filing is called a Certificate of Cancellation for an LLC. You can think of this as the death certificate.
How can we help you close your company?
We make the process of closing your company as simple as possible. All you need to do is call or email us and we’ll take it from there. We can prepare and file all the necessary documentation for you. Before we can proceed with the filing of the documents all franchise taxes must be paid, including the current year. HBS will prepare a Certificate of Cancellation or Certificate of Dissolution for your signature, and forward it to you via fax or email. It must be signed by the Authorized person of the LLC or an appropriate officer of the Corporation. Once signed, simply return it to us by fax or email. The Certificate will be filed with the State of Delaware within 24 hours.
The State typically takes 3-5 business days to return the receipt of filing. As soon as the approved document is available we will forward it to you for your records. We strongly suggest that clients speak with their accountant/tax professional first before proceeding with the cancellation/dissolution. Once the filing is approved it is difficult to undo the filing.
If your company has a bank account you should close the account before filing the Certificate of Cancellation/dissolution. If you have filed taxes with the IRS you will need to file a closing tax return AFTER filing the Certificate of Cancellation/Dissolution and attach a Certified Copy of the Certificate of Cancellation/Dissolution to your final tax return.
Please call us at 1 (800) 345-2677 or email info@delawareinc.com for more information on this subject. We are here to assist you in closing your company, and we’ll get you into a new company right away, if you need one.




I have a Delaware LLC that was never actually opened, no taxes were ever filed, etc. because right after receiving the incorporation papers I was diagnosed with ALS (Lou Gehrig’s disease). Thus all my attention has been redirected. I just received a tax notice, and would like to know what I need to do to close the company.
Sincerely,
C.G. Machlan