How to Dissolve Your Delaware Corporation

Has the time come to close your corporation? Just as a legal filing was required to start your corporation, you must file a document with your state of jurisdiction to formally dissolve your entity and close your business.

Delaware assesses taxes on all active charters annually on January 1. Taxes and fees are not due until March for Delaware corporations however they are assessed for every year the corporation remains open, even if it is for only one day of the year.

If you wish to close your corporation and do not want to pay taxes for 2020, you'll need to make sure your corporation is officially dissolved by December 31, 2019.

Although it may seem easier to allow the state to administratively dissolve your corporate charter after a period of non-compliance with tax payments and filings, that strategy may result in issues such as mounting penalties, fees, and possible personal liability for judgments against the business.

The right way to formally conclude your business-related obligations is to file a dissolution with the state. By doing so, you will end your corporation's existence in your state of formation.

If your corporation is qualified to do business in other states, you should file a withdrawal in those states as well.

Should you choose to file the dissolution yourself, you can find several versions of the corporate dissolution form on the state website here. Select and complete the form which applies to your corporation.

You will also need to fill out and include the required filing memo found here. You may then fax, upload 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 dissolve your corporate 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 dissolution 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.