New Mexico Corporation Dissolution for LLC: A Detailed Description When it comes to dissolving a limited liability company (LLC) in the state of New Mexico, it is essential to understand the process and the various types of dissolution available. As a business owner, you may find it necessary to dissolve your LLC due to a variety of reasons, such as a change in business direction, owner disagreement, or financial difficulties. New Mexico recognizes two main types of dissolution for LCS: voluntary dissolution and administrative dissolution. 1. Voluntary Dissolution: Voluntary dissolution is initiated by the LLC members, signifying their unanimous agreement to close the company. This process often requires compliance with specific legal procedures set forth by the New Mexico Secretary of State and the LLC's operating agreement. Some key steps involved in voluntary dissolution include: a. Member Approval: All LLC members must agree, either through a written and signed resolution or during a formal meeting, that the dissolution is in the best interest of the company. b. Remaining Obligations: The LLC must settle all outstanding debts, taxes, and legal obligations before proceeding with dissolution. This includes filing and paying any outstanding tax returns, resolving pending lawsuits, and notifying creditors regarding the dissolution process. c. Articles of Dissolution: A formal document called the "Articles of Dissolution" must be filed with the New Mexico Secretary of State. This document should include the LLC's name, date of dissolution, and the signatures of all LLC members or managers. 2. Administrative Dissolution: On the other hand, administrative dissolution is an involuntary dissolution initiated by the state authorities. It may occur if an LLC fails to comply with annual report filings, pay taxes, maintain a registered agent, or otherwise fulfill its legal obligations. The New Mexico Secretary of State has the authority to administratively dissolve an LLC if it fails to rectify such non-compliance within a specific timeframe. If an LLC undergoes administrative dissolution, it is crucial to address the issue promptly to avoid potential legal consequences. The LLC members or managers must correct any outstanding compliance issues, file the required documents, and pay any outstanding fees or penalties to reinstate the LLC. In summary, whether you choose voluntary dissolution or face administrative dissolution, both processes involve specific steps that need to be followed to legally close or reactivate an LLC in New Mexico. It is highly advisable to consult with a qualified attorney or a certified public accountant (CPA) familiar with the dissolution and restoration procedures to ensure compliance with all legal requirements.