How to Dissolve an LLC in Alabama (2026)
To dissolve an Alabama LLC, you file one form. It's called the Domestic LLC Articles of Dissolution. Send it to the Secretary of State, along with a $100 fee. You won't need a tax clearance certificate first.
This guide covers a voluntary dissolution. That's when members choose to close a domestic Alabama LLC on their own. A foreign LLC works differently. It withdraws from Alabama instead.
Quick Summary
- Get every member's consent first. Alabama's default rule needs full agreement to dissolve, unless your operating agreement says otherwise.
- File by mail or online, never by email. The state won't process a dissolution request sent that way.
- Keep your stamped Articles of Dissolution once it's filed. You'll want proof the LLC is officially closed.
Alabama LLC Dissolution Quick Reference
The table below covers what you need to file. It comes from the Alabama Secretary of State's Business Services Division, the office that handles your Articles of Dissolution.
| Detail | Information |
|---|---|
| Form name | Domestic LLC Articles of Dissolution |
| Filing fee | $100 |
| Expedited options | Not offered for LLC dissolution filings |
| Standard processing | Not published by the Secretary of State |
| Online portal | Alabama Interactive |
| Mail address | Secretary of State, Business Services, P.O. Box 5616, Montgomery, AL 36103-5616 |
| In-person address | RSA Plaza, Suite 580, 770 Washington Avenue, Montgomery, AL 36104 |
| Notarization required | No |
| Tax clearance required (agency) | No (domestic); Yes for foreign LLC (ADOR Certificate of Compliance, <6 months old) |
| Short-form eligibility | None. One Articles of Dissolution form covers every domestic LLC |
How to dissolve an LLC in Alabama: 6 steps
Follow these six steps to dissolve an LLC in Alabama. Every domestic LLC uses the same process, from the member vote to your final stamped Articles of Dissolution.
Step 1: Vote to dissolve
Alabama's default rule is simple. Every member must agree to dissolve. Your operating agreement can set a different rule instead [1]. Check it first. It may lower the bar, or add its own conditions.
Hold the vote. Record it in your meeting minutes, or in a written consent. Put asset distribution on the same agenda. Members should agree on the split before anyone starts winding things down.
Step 2: Notify creditors
Send written notice to every creditor you know. Alabama law lets you set the deadline yourself. It just has to be at least 120 days out. The notice must say the claim is barred if it misses that date [2].
Some creditors you won't know about. Publish a notice in a newspaper in your LLC's home county for those. That starts a two-year clock. After that, late and unpublished claims are barred for good [3].
Step 3: File final tax returns and check for tax clearance
File your final Alabama Business Privilege Tax return through My Alabama Taxes (MAT) before you dissolve. Alabama doesn't require a tax clearance certificate for a domestic LLC's dissolution [4].
A foreign LLC needs the opposite. Withdrawing from Alabama requires a Certificate of Compliance. Get it from the Alabama Department of Revenue. It must be dated within six months of your filing.
Step 4: File the Articles of Dissolution with the Alabama Secretary of State
Mail two signed copies of the Articles of Dissolution to Business Services. Include a self-addressed, stamped envelope so you get a copy back.
You can also file online through the Alabama Interactive portal, or drop the form off in person. Either way skips the mail.
Mail it to P.O. Box 5616, Montgomery, AL 36103-5616. In person, visit Business Services, RSA Plaza, Suite 580, 770 Washington Avenue, Montgomery.
The filing fee is $100. Alabama doesn't publish an expedited option. It doesn't publish a standard processing time for LLC dissolutions either.
If your check bounces, the Secretary of State pulls your filing back out of the processing queue. That mistake adds a $30 fee on top of the base filing fee.
Your form needs a few basics. List the LLC's current name. Add its Alabama entity ID number. Give the date you filed your certificate of formation. Include a signature from someone authorized to sign. The form doesn't need notarization.
Step 5: Distribute remaining assets
Get a real number for what your assets are worth. Bring in a professional appraiser for real estate or equipment. That way, the value holds up if a member disputes it later.
Assets don't have to be sold. Distributing property "in kind" means members take specific items instead of cash. That can make sense when an asset is hard to sell. It also helps when a member wants to keep it.
Alabama law sets the order. Pay off creditors first, including any member who's owed money. Next, return each member's unreturned contributions. Then split whatever surplus is left. Base the split on how members shared distributions before dissolution [5].
Step 6: Close accounts and cancel licenses and permits
Close accounts and cancel licenses as soon as your stamped Articles of Dissolution comes back. Fees and other obligations keep piling up on anything you leave open.
Keep a copy of your stamped Articles of Dissolution for your records. Cancel your registered agent service in Alabama too, once it's filed. A dissolved LLC doesn't need one anymore.
Check every county and city license tied to the business. Confirm any termination terms in your contracts before you close them. If you're starting something new, see how to form an LLC in Alabama for the setup steps.
FAQs
How Much Does It Cost to Dissolve an Alabama LLC?
It costs $100 to dissolve an Alabama LLC. That flat fee covers the Articles of Dissolution. Paying online or by card adds a convenience fee of 3% plus $2.
How Long Does It Take To Dissolve an Alabama LLC?
How long it takes to dissolve an Alabama LLC isn't published. The Secretary of State hasn't posted a standard turnaround time for LLC dissolutions.
Can I Dissolve a Foreign LLC in Alabama?
Yes, you can dissolve a foreign LLC in Alabama. The process is technically a withdrawal, though. You'll file a Certificate of Withdrawal with the Secretary of State, not Articles of Dissolution. You'll also need proof your Alabama tax accounts are current.
References:
- https://law.justia.com/codes/alabama/2018/title-10a/chapter-5a/article-7/section-10a-5a-7.01/
- https://law.justia.com/codes/alabama/2020/title-10a/chapter-5a/article-7/section-10a-5a-7-04/
- https://law.justia.com/codes/alabama/title-10a/chapter-5a/article-7/section-10a-5a-7-05/
- https://www.revenue.alabama.gov/faqs/how-do-i-withdraw-or-dissolve-my-business/
- https://law.justia.com/codes/alabama/2018/title-10a/chapter-5a/article-7/section-10a-5a-7.06/