How to Dissolve an LLC in Florida (2026)
Dissolving a Florida LLC means filing Articles of Dissolution. You file it with the Florida Division of Corporations for a $25 fee.
Florida does not require a tax clearance certificate before you file, but you still have to notify creditors and close out your taxes first. This guide walks through a voluntary dissolution, the kind LLC members choose when they close up shop on their own terms.
A foreign LLC works differently here. It cancels its Florida authority through a separate filing instead, covered in the FAQ below.
Quick Summary
- File your final tax returns before you submit your Articles of Dissolution. Settling this first keeps the dissolution moving without a snag later.
- Pay by credit card and you must file online. Paying by check or money order means mailing the form instead.
- Keep the stamped Articles of Dissolution once the state processes it. You'll need it on hand to close accounts and cancel licenses.
Florida LLC Dissolution Quick Reference
The table below lists the exact filing details from the Division of Corporations, the office that processes every Florida LLC dissolution.
| Detail | Information |
|---|---|
| Form name | Articles of Dissolution (Limited Liability Company) |
| Filing fee | $25 |
| Expedited options | None published |
| Standard processing | 2-3 business days to post on Sunbiz after filing |
| Online portal | Sunbiz |
| Mail address | Registration Section, Division of Corporations, P.O. Box 6327, Tallahassee, FL 32314 |
| In-person address | The Centre of Tallahassee, 2415 N. Monroe Street, Suite 810, Tallahassee, FL 32303 |
| Notarization required | No |
| Tax clearance required (agency) | No. Florida Department of Revenue clearance is not a filing precondition |
| Online filing mandatory for | Credit card payments. Mail accepts check or money order |
| Short-form eligibility | None. One Articles of Dissolution filing covers every domestic LLC |
How to dissolve an LLC in Florida: 6 steps
Follow these six steps to dissolve an LLC in Florida. Every domestic LLC follows the same process. It runs from the member vote to your stamped Articles of Dissolution. Skip a step and you risk trouble later.
Step 1: Vote to dissolve
Florida's default rule is unanimous. Every member has to consent before the LLC dissolves [1]. Your operating agreement can set a different trigger instead. Check it first.
Hold the vote and record it in writing. Meeting minutes work. So does a signed consent. Settle how you'll split what's left on the same agenda. Nobody should be guessing once winding up starts.
Step 2: Notify creditors
Send written notice to every creditor you know about. Give them at least 120 days to respond [2]. Say plainly that the claim is barred after that date. Don't skip this step.
For creditors you don't know about, publish notice instead. Or file it with the Division. That starts a four-year clock [3]. After that, unfiled claims are barred for good.
Members who already received their share of the assets get protection too. If nobody sues over a known claim within three years of the dissolution date, that member is no longer on the hook for it.
Step 3: File final tax returns (no tax clearance required)
Florida never asks for a tax clearance certificate. That's one less document to chase. Still, you have to settle every tax bill before you file.
File your final state and federal tax returns and mark them as final. Close any Florida Department of Revenue accounts your LLC held. That includes reemployment tax and sales tax, if it collected any.
File your last federal return with the IRS and check the final-return box. If the LLC had employees, submit final employment tax returns too.
Step 4: File the Articles of Dissolution with the Division of Corporations
Credit card payments have to go through Sunbiz's online system, and the fee is $25 either way. Choose a check or money order and you'll mail the printed form instead.
Mail your paperwork to the Registration Section, Division of Corporations, P.O. Box 6327, Tallahassee, FL 32314, or file it in person at The Centre of Tallahassee, 2415 N. Monroe Street, Suite 810, Tallahassee, FL 32303. Florida offers no expedited option for this filing.
Sign by typing your name in the signature block. Florida treats a typed signature as valid, so notarization isn't required.
Allow 2-3 business days after filing for the dissolution to post on Sunbiz. You can also request an optional certificate of status or a certified copy of your filed dissolution for an extra fee.
Step 5: Distribute remaining assets
Once every creditor is paid, Florida law sets the order for what's left [4]. Members get back their unreturned contributions first.
Then any surplus splits based on how members shared distributions before dissolution. Florida law requires the payments in cash instead of property.
Step 6: Close accounts and cancel licenses and permits
Close every account tied to the LLC once your stamped Articles of Dissolution comes back, starting with any bank accounts still open in its name. Fees can keep piling up on anything left open, so don't let this step wait.
Cancel local business licenses and permits too, and close any remaining Florida Department of Revenue tax accounts your LLC still has open.
If you used a registered agent service in Florida, cancel it once the dissolution is filed. A dissolved LLC doesn't need one anymore.
FAQs
How Much Does It Cost to Dissolve an LLC in Florida?
It costs $25 to dissolve an LLC in Florida, covering the Articles of Dissolution filing with the Division of Corporations. An optional certificate of status runs $5, and a certified copy of your filed dissolution costs $30.
How Long Does It Take to Dissolve an LLC in Florida?
How long it takes to dissolve an LLC in Florida depends only on the Sunbiz posting window covered above, since the Division publishes no separate total processing time.
Does a Foreign LLC Withdraw From Florida the Same Way?
No, a foreign LLC withdraws from Florida using a separate Foreign Entity Withdrawal filing instead of the Articles of Dissolution domestic LLCs use. The Division of Corporations processes both filings through the same office.
References:
- http://www.leg.state.fl.us/Statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0605/Sections/0605.0701.html
- http://www.leg.state.fl.us/Statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0605/Sections/0605.0711.html
- http://www.leg.state.fl.us/Statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0605/Sections/0605.0712.html
- http://www.leg.state.fl.us/Statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0605/Sections/0605.0710.html
