WinddownGuides

Dissolving a company in Maine

The state-level facts for closing an LLC or corporation in Maine: 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.

Maine LLC

Dissolution filing
Certificate of Cancellation (MLLC-11C) — filed with the Maine Secretary of State, Bureau of Corporations, Elections and Commissions. (official source)
Filing fee
$75 (official source)
Tax clearance before filing
Not required before the dissolution filing. (official source)
Annual Report ($85 domestic LLC)
The annual report is owed each year the LLC remains registered; file any report already due before cancelling. (official source)
Final state return
File final Maine returns through the Maine Tax Portal, answering Yes to the out-of-business question with the closure date, or use Report Business Closure under the More tab; paper filers check the out-of-business box on the final return. (official source)

Worth knowing

  • Dissolution and cancellation filings are paper-only by mail - Maine's online filing covers annual reports, not cancellations - with optional $50 (24-hour) or $100 (same-day) expedited handling.
  • A cancelled LLC can be brought back with an Application for Certificate of Revival (MLLC-REVIVE, $150).
  • Once the certificate of formation is cancelled, the Secretary of State may not issue a certificate of good standing (31 M.R.S. s. 1533(3)), so obtain any needed good-standing certificate before filing.
  • A foreign LLC's annual report is $150 versus $85 domestic, so a foreign LLC that has stopped doing business in Maine saves money by cancelling its qualification promptly.

Maine corporation

Dissolution filing
Articles of Dissolution (MBCA-11) — filed with the Maine Secretary of State, Bureau of Corporations, Elections and Commissions. (official source)
Filing fee
$75 (official source)
Tax clearance before filing
Not required before the dissolution filing. (official source)
Annual Report ($85 domestic corporation)
The annual report is owed each year the corporation remains registered; the Secretary of State may require the current annual report and payment of any fees or penalties owed before accepting articles of dissolution (13-C M.R.S. s. 1404(4)). (official source)
Final state return
File the final Maine corporate income tax return through the Maine Tax Portal, answering Yes to the out-of-business question with the closure date, or use Report Business Closure under the More tab; paper filers check the out-of-business box. (official source)

Worth knowing

  • Dissolution filings are paper-only by mail - Maine's online filing covers annual reports, not dissolutions - with optional $50 (24-hour) or $100 (same-day) expedited handling.
  • A dissolution can be undone with Articles of Revocation of Dissolution (MBCA-11A, $75).
  • Corporations that never issued shares or never commenced business use a separate filing, Articles of Dissolution by Incorporators or Initial Directors (MBCA-11I, $75).
  • A foreign corporation's annual report is $150 versus $85 domestic, so a foreign corporation that has stopped doing business in Maine saves money by withdrawing promptly.

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.

Build your Maine wind-down runbook

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.