How to Dissolve an LLC in Kentucky (2026)

Published by Jon Morgan | Co-Founder & Chief Editor

Last updated: August 30, 2026

FACT CHECKED by Jon Tobin, Business Attorney

Methodology
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To dissolve an LLC in Kentucky, you submit Articles of Dissolution and pay a $40 fee. Kentucky doesn't require a tax-clearance certificate before you file. But you can't submit your final state income tax return until after your dissolution is processed.

This guide covers voluntary dissolution for a domestic Kentucky LLC. Its members have chosen to close it. If your LLC formed elsewhere but registered here, you exit through a different filing. That's the Certificate of Withdrawal, covered in the FAQ below.

Quick Summary

Kentucky LLC Dissolution Quick Reference

Here's the filing information you need at a glance, covering the form, the fee and where to send it. Use it to check the details fast before you fill out anything.

How to Dissolve an LLC in Kentucky: 6 Steps

Follow these six steps in order, from the vote to the final filing. Kentucky's process follows the same general path to dissolve an LLC. It just has its own form, fee and tax-return timing.

Step 1 - Vote to dissolve

Look at your operating agreement before scheduling a vote. It may set its own threshold for dissolving, and that rule controls if your LLC has one.

If your agreement stays silent, Kentucky's default rule applies. Every member has to give written consent before the LLC dissolves [1]. Keep that written consent with your LLC's records.

Step 2 - Notify creditors

Once members agree to dissolve, tell your creditors in writing so old claims don't linger later. Kentucky law sets a strict deadline for that written notice.

Give each claimant at least 120 days to send in a claim. Count from the later of your notice date or your filing date [2]. A claim that misses the deadline is barred for good.

Instead of writing to every known creditor, you can publish a notice once instead. Post it in a newspaper that covers the county where your LLC's main office sits.

That bars unknown claims two years after publication. A professional LLC gets five years to file a claim instead of two [3].

Step 3 - File the Articles of Dissolution with the Secretary of State

File the Articles of Dissolution online through FastTrack, by mail or in person. Kentucky doesn't offer a shorter or simplified version of this filing, no matter your LLC's size or debts.

The filing skips Kentucky's notary requirement entirely, since your signature under penalty of perjury on the form is enough to make it valid.

If you mail it, make your check payable to the Kentucky State Treasurer. Send it to the Secretary of State's P.O. Box, or drop it off in person at the office on Capital Center Drive instead.

You can set a delayed effective date if you need one. It just has to fall within 90 days of the day you file. The state doesn't publish a standard processing time or an expedited option for this filing.

Dissolving the LLC doesn't cut off your registered agent's authority right away [4]. Keep a Kentucky registered agent on file until the state finishes processing the filing.

Step 4 - File final tax returns after you dissolve

File your final federal and Kentucky tax returns and mark them final. Kentucky doesn't ask for a tax-clearance certificate before you file your Articles of Dissolution.

There's a catch on timing. The Kentucky Department of Revenue closes your income tax and limited liability entity tax account when it gets your final return.

But a Kentucky LLC can't send that return until the Secretary of State has processed the dissolution. File the Articles of Dissolution first. Send the final return after that.

Cancel any other tax accounts, sales tax or employer withholding among them, with Form 10A104. Complete Section F and send it to the Department of Revenue.

Step 5 - Distribute remaining assets

Pay off known creditors before you distribute anything to members, even a member who's also a creditor of the LLC [5]. Kentucky law sets a fixed order for what happens next.

Members and assignees get paid any distributions the LLC already owed them, then get back their original contributions. Whatever's left splits by each member's share of distributions before dissolution.

Step 6 - Close accounts and cancel licenses and permits

Take your filed Articles of Dissolution to the bank to close the LLC's accounts, and settle any local licenses or permits with whichever office first issued them.

Some owners choose to launch a new company later instead of reviving this one. Starting an LLC in Kentucky again is a separate filing with its own steps.

FAQs

References:

1. https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=44359
2. https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=13894
3. https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=36719
4. https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=40450
5. https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=13892