Dissolving an Indiana LLC — Process & Requirements

To permanently close your Indiana LLC, file Articles of Dissolution through INBiz. Without formal dissolution, you remain responsible for biennial Business Entity Reports. For all compliance, see our after-formation guide. For formation, see how to form an Indiana LLC.

Types of Dissolution

Voluntary: You choose to close. File Articles of Dissolution through INBiz.

Administrative: Indiana Secretary of State dissolves your LLC for non-compliance (missed reports, no registered agent). Can be reinstated.

Before Filing

1. Member approval per operating agreement
2. Settle all debts and obligations
3. File final Indiana tax returns (IT-40/IT-65, mark "final")
4. File final federal tax returns
5. Cancel Retail Merchant Certificate if applicable
6. Distribute remaining assets to members
7. Close bank accounts

How to File

1. Log into inbiz.in.gov
2. Navigate to your LLC
3. Select Articles of Dissolution
4. Confirm LLC has wound up affairs
5. Pay filing fee
6. Receive confirmation

After Dissolution

• No more Business Entity Reports required
• LLC name becomes available for others
• Pre-dissolution liability remains (creditors can still pursue claims)
• Tax obligations for final year still exist

FAQ

Can I just stop filing reports instead?

You can, but the SOS will eventually dissolve administratively, and you'll accumulate late fees. Voluntary dissolution is cleaner and avoids accumulated penalties.

How much does dissolution cost?

Filing fee through INBiz. Less expensive than accumulated delinquent reports.

Can a dissolved LLC be sued?

Yes, for pre-dissolution activities. Dissolution doesn't eliminate existing liabilities.