Dissolving a company in Kentucky
The state-level facts for closing an LLC or corporation in Kentucky: the dissolution filing, its fee, whether tax clearance comes first, and the tax obligations that keep accruing until the filing is accepted. Every fact links to the official government source it was read from.
Kentucky LLC
- Dissolution filing
- Articles of Dissolution (limited liability company) (LLD) — filed with the Kentucky Secretary of State. (official source)
- Filing fee
- $40 (official source)
- Tax clearance before filing
- Not required before the dissolution filing. (official source)
- Limited Liability Entity Tax (LLET) and annual report
- File the last Kentucky income/LLET return marked as a FINAL return with a balance sheet reflecting zero assets, and keep the $15 annual report current until the Secretary of State records the dissolution. (official source)
- Final state return
- Mark the last Kentucky Corporation Income and LLET return as FINAL and attach a balance sheet reflecting zero assets; pay any final tax with the return. (official source)
Worth knowing
- One withdrawal form (WFE) covers both foreign corporations and foreign LLCs, at the same $40 fee.
- Form 10A104 has a single 'Closing business / Close all tax accounts' checkbox that closes withholding, sales, and other Department of Revenue accounts in one filing.
- Reinstatement after administrative dissolution carries a $100 penalty, so filing dissolution before abandoning the entity is cheaper than letting it lapse.
- The Department of Revenue only accepts a return as final if a balance sheet reflecting zero assets is attached.
Kentucky corporation
- Dissolution filing
- Articles of Dissolution (profit corporation) (DIS (by board/shareholders) or IPD (by incorporators or initial directors)) — filed with the Kentucky Secretary of State. (official source)
- Filing fee
- $40 (official source)
- Tax clearance before filing
- Not required before the dissolution filing. (official source)
- Corporation income tax / LLET and annual report
- File the last Kentucky Corporation Income and LLET return marked as a FINAL return with a balance sheet reflecting zero assets, and keep the $15 annual report current until the Secretary of State records the dissolution. (official source)
- Final state return
- Mark the last Kentucky Corporation Income and LLET return as FINAL and attach a balance sheet reflecting zero assets; pay any final tax with the return. (official source)
Worth knowing
- Two different dissolution forms exist depending on who authorizes it: DIS for dissolution by the board of directors or shareholders, IPD for dissolution by incorporators or initial directors.
- Nonprofit corporations pay only $5 to dissolve, while profit corporations and LLCs pay $40.
- Reinstatement after administrative dissolution carries a $100 penalty.
- The Department of Revenue only accepts a return as final if a balance sheet reflecting zero assets is attached, and the Secretary of State account must be closed by filing Articles of Dissolution.
Closing a company is more than the state filing — payroll accounts, sales-tax permits, franchise-tax finals, federal returns, and creditor notices all have their own order and deadlines. A Winddown runbook sequences all of it for your specific company, with drafted consents and creditor notices included.
Sourced from the official pages linked above; facts we could not verify against an official source are shown as links rather than numbers. Requirements and fees change — the linked pages are authoritative. General information, not legal or tax advice.