Legal Question in Business Law in California

I need to dissolve a LLC registered in California this past April. I am the sole owner. It has never been active.


Asked on 8/17/10, 8:19 pm

2 Answers from Attorneys

Bryan Whipple Bryan R. R. Whipple, Attorney at Law

Did you set it up by yourself? If you could figure out how to create an LLC by filling out the Secretary of State forms, you can probably find and follow their instructions on how to dissolve.

Start by going to the SS Web site at www.ss.ca.gov and finding the business forms page. Then look up the instructions for Form LLC-3, which will probably lead you to conclude that you don't need to file an LLC-3, but instead only an LLC 4/7, or perhaps a LCC 4/8. The forms and instructions are all right there to study, fill in, download, etc.

Many people giving up on business entities don't file anything; they just turn their backs on the whole mistaken venture and let the passage of time with no payment of franchise tax and no filing of periodic statements cause their franchise to be suspended and revoked. Lawyers don't recommend this to their clients, but we do note that it happens a lot, and if there are no affected creditors, there seem to be no repercussions.

If it has any unpaid debts, the LLC must pay them before it distributes any assets to you.

If you used a lawyer to set it up, consult with the lawyer.

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Answered on 8/22/10, 8:54 pm
Bruce Beal Beal Business Law

Please see my blog at:

http://bealbusinesslaw.blogspot.com/2009/07/i-want-to-cancel-my-llc-may-i-just-file.html

Proviso: The above information does not constitute legal advice and does not establish an attorney-client relationship between us.

Contact: If you would like to discuss this matter further in a more private forum, please feel free to contact me directly at [email protected].

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Answered on 8/23/10, 9:19 am


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