Purpose of Dissolution Filings
Official California Certificate of Dissolution (Form LLC-3) filed with the California Secretary of State to formally dissolve a California LLC. Must be accompanied by a Certificate of Cancellation (LLC-4/7) once winding up is complete.
Mandatory Compliance Roadmap
California LLC Dissolution Guide
Dissolving a California LLC requires a two-step process: filing a Certificate of Dissolution (LLC-3), followed by a Certificate of Cancellation (LLC-4/7) after the winding-up process is complete.
Required Steps
- Vote to dissolve the LLC per the operating agreement (or unanimous consent of members).
- File Form LLC-3 (Certificate of Dissolution) with the California Secretary of State.
- Wind up all business affairs: settle debts, notify creditors, distribute assets.
- Obtain a Tax Clearance Certificate from the California Franchise Tax Board (FTB).
- File Form LLC-4/7 (Certificate of Cancellation) to complete the process.
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What happens if I do nothing?
The state will assess late fees and back-taxes. Even inactive companies accumulate mandatory franchise fees until the official dissolution form is accepted.
Submission Execution
This file supports processing routes via: Mail, In-Person (No Online Filing).