How to Cancel Your Delaware LLC

As we approach year-end we wanted to take a moment to go over the steps required to officially cancel your LLC with the state of Delaware. 

Delaware assesses taxes on all active charters annually on January 1. While the tax and fees are not due until June for LLC’s (and March for Corporations), the fees are assessed and due for every year the charter remains open, even if it is only for one day of that year.

This means that in order to not owe taxes for your LLC in 2020, you'll need to make sure your LLC is officially canceled by December 31, 2019.

Although you may believe it is easier to simply allow the state to administratively cancel your company charter after a period of non-compliance with tax payments and filings, that strategy may result in even more problems, such as mounting penalties and fees and possible personal liability for judgments against the business. 

Just as a legal filing is required to start your LLC, you must file a document with your state of jurisdiction to formally cancel your entity and close your business.

The right way to formally conclude your business-related obligations is to file a cancellation with the state. By doing so, you will end your company’s existence in your state of formation. If your company is qualified to do business in other states, you should file a withdrawal in those states as well.

Should you choose to file the cancellation yourself, you can find the LLC Certificate of Cancellation form to fill out on the Delaware Division of Corporations website here. You will also need to fill out and include the required filing memo found here. You may then fax or mail these forms along with the corresponding fees to the Delaware Division of Corporations (these may be found on the filing memo).

Please note that the processing time for your documents will be longer because you do not have direct access to the Delaware Corporate Information System. Only Delaware registered agents do. You will receive a filed copy of your documents in the mail. 

If you’ve closed your business and would prefer to utilize the service of a Delaware registered agent or want to ensure that your documents are filed before year-end, our team at The Incorporators Ltd. can help you legally cancel your LLC charter in Delaware.

Contact our office, and we will provide the appropriate document(s) and fees for your entity, and submit your filing to the state via our direct access to the Delaware Corporate Information System, ensuring accurate and timely completion of your filing.

Please note: to ensure your filing is completed by year-end, our deadline for accepting 2019 cancellation requests is Monday, December 23rd.

If you have any questions about dissolving your business charter, give us a call at 800-223-3928 or contact us here.