Virginia Dissolution Package to Dissolve Limited Liability Company LLC
What is this form?
The Virginia Dissolution Package to Dissolve Limited Liability Company (LLC) is a comprehensive set of documents necessary for formally dissolving an LLC or PLLC in Virginia. This package includes all the required forms, step-by-step instructions, and other critical information to ensure a smooth dissolution process. Unlike other forms, this package focuses specifically on the dissolution of limited liability companies, providing a tailored approach for this legal requirement in Virginia.
Key parts of this document
- Consent of Members to Dissolution form
- Certificate of Cancellation form
- Step-by-step guidelines for winding up business affairs
- Cover letter for submitting documents
- Contact details for the State Corporation Commission
When this form is needed
This form package should be used when a Virginia limited liability company decides to cease operations and formally dissolve. Situations that may prompt the use of this form include reaching unanimous consent among members to dissolve, an operational agreement specifying dissolution events, or the absence of any members. It is crucial for companies wishing to comply with state regulations and avoid penalties associated with improper dissolution.
Intended users of this form
- Members of a Virginia limited liability company seeking to dissolve their business
- Managers who have the authority to manage the business affairs of the LLC
- Legal representatives acting on behalf of the LLC
- Individuals responsible for filing state documents and completing the dissolution process
How to prepare this document
- Obtain the Consent of Members to Dissolution form and ensure all members sign it.
- Follow the winding up process as described in the introductory notes, settling any liabilities.
- Complete the Certificate of Cancellation, providing necessary details such as the LLC name and reason for dissolution.
- Sign the Certificate on behalf of the LLC, as per the guidelines provided.
- Submit the completed Certificate of Cancellation along with the filing fee to the Clerk of the State Corporation Commission.
Notarization requirements for this form
This form usually doesn’t need to be notarized. However, local laws or specific transactions may require it. Our online notarization service, powered by Notarize, lets you complete it remotely through a secure video session, available 24/7.
Common mistakes
- Failing to obtain unanimous consent from all members before dissolving the LLC.
- Neglecting to settle all debts and obligations before proceeding with dissolution.
- Incomplete or inaccurately filled forms, leading to delays in the dissolution process.
- Not filing the Certificate of Cancellation within the required timeframe.
Why use this form online
- Instant access to downloadable forms, saving time compared to searching for physical copies.
- Edit and customize forms as needed to fit specific circumstances.
- Reliable resources drafted by licensed attorneys to ensure legal compliance.
- Convenient step-by-step guidance to navigate through the dissolution process smoothly.
Legal requirements by state
This dissolution package specifically adheres to Virginia laws as set forth in the Virginia Code, sections 13.1-1046 through 13.1-1050.1. It outlines the required steps for dissolution, including the need for member consent and filing a Certificate of Cancellation with the State Corporation Commission, which requires a filing fee of $25.
Form popularity
FAQ
If your nonprofit has members, by action of the directors followed by a vote of the members; or. if your nonprofit doesn't have members, by a vote of the directors.
1Holding a vote with LLC members to dissolve the LLC.2Recording the dissolution vote in the LLC's meeting minutes.3Determining the formal date of dissolution.4Distribution of LLC assets.5Notifying creditors and settling any business debts.
There is no fee to file the certificate of dissolution. However, there is a non-refundable $15 special handling fee for processing documents delivered in person at the Sacramento SOS office.
Just as you filed paperwork with the state to form your LLC, you must file articles of dissolution or a similar document to dissolve the LLC. These papers are filed with the same state agency that handed your original LLC formationusually the secretary of state.
There is no fee to file the certificate of dissolution. However, there is a non-refundable $15 special handling fee for processing documents delivered in person at the Sacramento SOS office. It can take the SOS many weeks to process a certificate. However, expedited service is available for an additional fee.
Method 1: You can voluntarily dissolve your LLC. This requires a majority vote from all members or a certain percentage of votes as required per your operating agreement. With the required votes, you can move forward with the dissolution.
1File a final form. In this type of dissolution, the IRS mandates that the board of directors of the nonprofit organization complete certain requirements to "dissolve," or shut down, the 501(c)(3).2Vote for dissolution.3File Form 990.4File the paperwork.
The Effect of Dissolution After you close your LLC in California, that LLC shall be canceled, and its powers, rights, and privileges shall end upon the filing of the Certificate of Cancellation. This means you can no longer conduct business using that LLC.
