Dissolving a company in Maryland
The state-level facts for closing an LLC or corporation in Maryland: 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.
Maryland LLC
- Dissolution filing
- Articles of Cancellation — filed with the Maryland State Department of Assessments and Taxation (SDAT), Charter Division. (official source)
- Filing fee
- $0 (official source)
- Tax clearance before filing
- Not required before the dissolution filing. (official source)
- Annual Report (SDAT Form 1) and Personal Property Tax Return
- All domestic and foreign business entities file the Annual Report each year they remain registered; the filing fee is $300 for a domestic or foreign LLC per Form 1. (official source)
- Final state return
- File the final Maryland return for the LLC's tax classification with the Comptroller of Maryland. (official source)
Worth knowing
- The Articles of Cancellation must name a Maryland resident agent who will serve for one year after termination.
- The form asks whether notice of termination was sent via registered mail to all creditors, or that the LLC has no known creditors.
- The cancellation can be effective on the filing date or a future date no more than 30 days after filing.
- Filing through Maryland Business Express adds a 3% electronic service fee; the base SDAT filing fee is $0 ($50 expedited).
- Annual Reports ($300 for LLCs) keep accruing while the entity remains registered; the report is due April 15 each year.
Maryland corporation
- Dissolution filing
- Articles of Dissolution — filed with the Maryland State Department of Assessments and Taxation (SDAT), Charter Division. (official source)
- Filing fee
- $0 (official source)
- Tax clearance before filing
- Not required before the dissolution filing. (official source)
- Annual Report (SDAT Form 1) and Personal Property Tax Return
- All domestic and foreign business entities file the Annual Report each year they remain registered; the filing fee is $300 for a domestic or foreign stock corporation per Form 1. (official source)
- Final state return
- File the final Maryland corporate income tax return (Form 500) and check the box indicating it is the final return of a corporation that has dissolved, liquidated, or withdrawn from Maryland. (official source)
Worth knowing
- The corporation must be active and not pending forfeiture before SDAT will accept Articles of Dissolution.
- If the corporation has known creditors, the Articles cannot be accepted for filing less than 20 days after the dissolution notice was mailed to creditors.
- Same-day expedited service costs $425 versus $50 for 7-10 business-day expedited review; standard $0 review takes 6-8 weeks.
- Filing through Maryland Business Express adds a 3% electronic service fee.
- A 6% bulk sales and use tax can apply to tangible personal property transferred when a business is sold, collected by the Comptroller's Compliance Division.
- Annual Reports ($300 for stock corporations) keep accruing while the entity remains registered; the report is due April 15 each year.
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.