What is dissolution of a US company?

Explained

In Delaware an LLC’s certificate of formation is cancelled once the company is dissolved and winding up is complete. All taxes due to the state, including the annual tax for the year the cancellation takes effect, must be paid before filing. In Wyoming the filer certifies that the statutory dissolution and winding-up requirements have been met, and the company must be active and in good standing.

Closing at state level does not end federal obligations automatically: final returns are filed with the IRS and the business account is closed. An EIN is never cancelled; it is deactivated when the IRS account is closed.

Good to know

• A company with overdue taxes or reports must bring them up to date first.
• If the company is also registered in other states or holds a tax permit there, those obligations are closed separately.
• Bank and payment accounts must be closed separately.