How to Dissolve an LLC in Florida
To voluntarily dissolve a domestic Florida LLC, document the dissolution event, file Articles of Dissolution with the Florida Division of Corporations, and then finish winding up the company. The current filing fee is $25. You can file online through Sunbiz or submit the official paper form by mail.
Written & fact-checked by Ahmad Adil, LLC School
Updated August 2026
File Florida LLC Articles of Dissolution with Sunbiz and pay the $25 filing fee. Florida law recognizes an operating-agreement dissolution event or consent of all members, among other statutory events. After the Articles are filed, the LLC must stop ordinary business and continue only for winding up. Florida tax accounts are closed separately.
- State filing
- Articles of Dissolution
- Filing fee
- $25
- Filed with
- Division of Corporations
- Online filing
- Available
- Paper filing
- Mail available
- Default member event
- Consent of all members
- After filing
- Winding up only
What Dissolving an LLC Means in Florida
Florida's Articles of Dissolution voluntarily dissolve the domestic LLC. Once the Division of Corporations files the Articles, the company no longer continues ordinary business. Under Florida Statutes §605.0707, it continues solely for the purpose of winding up, except for lawsuits, other proceedings and other actions allowed by law.
Before You File: Approve the Dissolution
Review the operating agreement first. Under Florida Statutes §605.0701, a Florida LLC is dissolved upon an event or circumstance stated in the operating agreement, by consent of all members, after certain periods with no members, by judicial dissolution, or by administrative dissolution. For an ordinary voluntary member-driven closeout, keep the consent or other governing record with the LLC's books.
File Florida Articles of Dissolution
The controlling domestic LLC filing is Articles of Dissolution under Florida Statutes §605.0707. The current filing fee is $25. Sunbiz provides an online e-filing process, and filers who do not want to file online can print the form and mail it with a check or money order.
The Articles state the LLC's name, any delayed effective date, the occurrence that caused dissolution, and—if the LLC has no members—the required information for the person appointed to wind up the company.
Wind Up the Florida LLC
After the Articles are filed, Florida law says the LLC must cease conducting ordinary business and continue solely for winding up. Section 605.0709 requires the dissolved LLC to discharge or provide for debts and liabilities, settle and close its activities and affairs, and marshal and distribute its assets.
- Collect receivables and secure property. Identify everything still owned by the company.
- Settle and close activities. Complete or terminate contracts, subscriptions and operating obligations.
- Marshal and distribute assets. Address creditor priorities before final member distributions.
Pay Creditors and Other Liabilities
Florida's winding-up statute requires the dissolved LLC to discharge or make provision for debts, obligations and other liabilities. Florida also has statutory procedures for known and other claims against a dissolved LLC. If the company has significant, disputed or contingent claims, creditor handling should be based on the actual facts rather than a generic notice template.
Close Florida Tax and Employer Accounts Separately
Sunbiz dissolution does not cancel Florida Department of Revenue accounts. The Department provides an online Request a Change of Business Name, Address, and/or Account Status process where a business can cancel applicable tax accounts. A cancellation is appropriate when the business has no plans for future activity or no longer has employees.
Florida Revenue says that when an account is canceled, the business must file a final return and pay applicable taxes due within 15 days after the closing date. The final return covers the period from the most recent filing through the closing date.
Close only the accounts that apply. Sales/use, reemployment, corporate-income or other Florida tax accounts depend on the LLC's actual registrations and tax classification.
What Happens After Florida Files the Articles
Sunbiz states that once the Articles of Dissolution are filed, the entity no longer exists as an operating LLC. Florida law nevertheless preserves the dissolved LLC for the limited purpose of winding up its affairs, claims and allowed legal proceedings. Keep the filed dissolution and final closeout records together.
Florida also maintains a separate Articles of Revocation of Dissolution filing with a current fee of $100. Revocation is a distinct statutory process and should not be confused with reinstatement after administrative dissolution.
Close the Remaining Business Accounts
- Florida DOR accounts: cancel applicable accounts and file the required final returns/payments.
- Local and professional licenses: cancel county, city and professional registrations separately where needed.
- EIN: use LLC School's Cancel or Close an EIN guide for the separate federal account process.
- Foreign registrations: withdraw the Florida LLC separately in other states where it qualified to do business.
- Banking and insurance: keep access long enough to clear final payments, refunds and claims.
Common Florida LLC Dissolution Mistakes
- Assuming a majority vote is enough when the statutory voluntary member-consent event is consent of all members unless another operating-agreement event applies.
- Continuing ordinary business after the Articles are filed instead of limiting activity to winding up.
- Assuming Sunbiz automatically cancels Florida Revenue tax accounts.
- Missing the final Florida tax return/payment deadline after canceling an applicable DOR account.
- Confusing voluntary revocation of dissolution with administrative reinstatement.
Official Sources
Florida LLC Dissolution — FAQ
Ahmad Adil is the founder and CEO of LLC School. Use the official filing and tax-account sources linked in this guide for your LLC’s closeout. Requirements depend on the entity’s status and circumstances.
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