A business owner may decide to dissolve the business for a variety of reasons, ranging from the business not being profitable to wanting to retire and not being able to sell the business or have a family member take over the business.
Dissolution of a business operating as a limited liability company or corporation will usually include filing articles of dissolution with the secretary of state’s office.
A business owner wanting to dissolve a company may want to wind up the business’s affairs, terminate its tax reporting obligations and the payment of annual registration fees, and liquidate any remaining assets.
But a business owner should understand the implications of these actions and the business’s obligations to secured and unsecured creditors, employees, and state and federal tax authorities.
In Nebraska, the dissolution of a limited liability company (LLC) or corporation involves several legal steps. The business owner must file Articles of Dissolution with the Nebraska Secretary of State's office. This is a formal declaration of the business's intent to dissolve. Prior to filing, the company must settle its debts, obligations, and handle the distribution of remaining assets. This process is known as 'winding up' the business. It includes paying off creditors, both secured and unsecured, and ensuring that all employment-related responsibilities are fulfilled. Additionally, the business must address any outstanding tax liabilities with state and federal tax authorities, and terminate its tax reporting obligations. The business owner should also cancel any annual registration fees associated with the business. It is important for the business owner to understand the legal implications of dissolving a business and to ensure that all steps are taken in compliance with Nebraska state statutes and federal law to avoid potential legal issues. An attorney can provide guidance on the proper procedures to follow and help ensure that all legal obligations are met during the dissolution process.