Have you decided to stop transacting business with your Arkansas limited liability company? The state of Arkansas legally requires all business entities to go through a formal dissolution process.
What does this process entail, and how does it differ for domestic and foreign entities? In this guide, we’ll answer all the tough questions about dissolving an LLC in the state of Arkansas.
Guru Tip: If you'd like help dissolving an LLC, the same services that form an LLC can also take care of the dissolution logistics and paperwork with the state.
What Does It Mean to Dissolve an LLC?
Dissolving a company is an official means of permanently closing your business. While filing the dissolution documentation with the state of Arkansas is certainly an important part of the process, it’s not the only step. You should also liquidate your business assets, settle any liabilities, and send legal notifications to anyone that had an interest in your company.
Keep in mind that if you fail to complete these steps, you as a business owner could be held personally liable for any outstanding debts or liabilities of your limited liability company. Now that we’ve discussed what exactly dissolving an LLC is, let’s dive into the details of how this process is carried out in the state of Arkansas.
How to Dissolve a Domestic Arkansas LLC
If your LLC is domestic to the state of Arkansas, you will need to file the Articles of Dissolution with the Secretary of State. The information required to fill out this document includes:
- LLC name
- Date of formation
- Reason for dissolution
- Effective date of dissolution
- Signature of authorized officer
When you file your LLC dissolution documents to the state of Arkansas, you will also need to file a Final Franchise Tax Report. The state will not accept your Articles of Dissolution if you haven’t filed this document. You’ll need the following information to complete this filing:
- Your LLC’s business name
- Your LLC’s address
- The name, signature, phone number, and address of your LLC’s representative
- The date you originally formed your LLC
- Your federal tax ID number (EIN)
- The name of your registered agent
- The nature of your business
Once you’ve finished filling out these forms, you will need to include a check for $50 for the Articles of Dissolution and a minimum of $150 for the Final Franchise Tax Report, made payable to the “Arkansas Secretary of State.” You can then mail the checks and your completed forms to the following address:
Arkansas Secretary of State
Business and Commercial Services
State Capitol
Little Rock, AR 72201-1094
Typically, it takes the state roughly two business days to process an LLC dissolution. If you need your LLC dissolved in a hurry, you can hand-deliver your documents to the Secretary of State and have them processed immediately.
How to Dissolve a Foreign LLC in Arkansas
Do you need to dissolve a limited liability company based outside of Arkansas, but qualified to transact business within this state?
In order to dissolve a foreign LLC in Arkansas, you will need to file the Application for Cancellation by Foreign Limited Liability Company. The form requires the following information:
- Name of foreign LLC
- State or country of formation
- Affirmation of dissolution
- Mailing address (for service of process)
- Title and signature of authorized officer
In addition, just like with the domestic Articles of Dissolution, the Application for Cancellation requires you to file a Final Franchise Tax Report.
While there is technically no processing fee to file the Application for Cancellation, you must pay a final franchise tax of at least $150.You can mail your Application for Cancellation, your Final Franchise Tax Report, and your minimum $150 final franchise tax payment to the following address:
Arkansas Secretary of State
Business and Commercial Services
State Capitol
Little Rock, AR 72201-1094
You should also expect this filing to take about two business days to be processed, although you can get your filing processed immediately if you deliver your documents in person.
What Else Do I Need to Know About LLC Dissolutions in Arkansas?
First off, it’s important to note that once your dissolution is complete, any business entity in Arkansas can claim your business name if they would like to use it. This is just one of many reasons that you should only dissolve your Arkansas limited liability company if you’re entirely certain that you’re done conducting business in this state.
You should also keep in mind that there are several scenarios that can lead to the state of Arkansas administratively dissolving your LLC. Any of the following could result in administrative dissolution:
- Failure to pay the state franchise tax for at least 60 days
- Failure to maintain a registered agent for at least 60 days
- Failure to notify the Secretary of State of a change of registered agent
There is no formal process for reinstating a dissolved business in Arkansas. If you wish to reinstate your business, you will need to contact the Secretary of State’s office and ensure that all taxes and fees have been paid.
Depending on the nature of your business, these steps could be just the tip of the iceberg for reinstatement, so it’s strongly advised to not dissolve your business unless you have no plans to transact business in Arkansas again.
Conclusion
Whether you’re dissolving a domestic or foreign limited liability company, the process isn’t complicated.
The filing of either the Articles of Dissolution or the Application for Cancellation is essentially the same process.
Our final note in this guide is that you should make certain each step of the process outlined in this guide is followed closely, to avoid any unforeseen snags with your dissolution. We hope this article helped you to better understand the dissolution process for an Arkansas LLC!