Dissolving a company in Missouri
The state-level facts for closing an LLC or corporation in Missouri: 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.
Missouri LLC
- Dissolution filing
- Notice of Winding Up (LLC-13), then Articles of Termination (LLC-5) (LLC-13 + LLC-5) — filed with the Missouri Secretary of State, Corporations Division. (official source)
- Filing fee
- $25 (official source)
- Tax clearance before filing
- Not required before the dissolution filing. (official source)
- None (Missouri LLCs file no annual report)
- Missouri LLCs do not file annual reports with the Secretary of State, so there is no report to bring current before termination. (official source)
- Final state return
- File the entity's final Missouri income tax return with the Department of Revenue for the closing year. (official source)
Worth knowing
- Missouri uses a mandatory two-step wind-down for LLCs: Notice of Winding Up (LLC-13, $25) must be on record before Articles of Termination (LLC-5, $25) will be accepted.
- Dissolution and termination documents are filed on paper (mail or in person at the Corporations Division in Jefferson City); the form instructions direct filers to print, sign, and mail.
- The Secretary of State's consolidated fee-schedule PDF is bot-protected, but each form PDF states its own filing fee on its face.
Missouri corporation
- Dissolution filing
- Articles of Dissolution by Voluntary Action (Corp. 46), then Request for Termination (Corp. 47) (Corp. 46 + Corp. 47) — filed with the Missouri Secretary of State, Corporations Division. (official source)
- Filing fee
- $25 (official source)
- Tax clearance before filing
- A Department of Revenue Certificate of Tax Clearance (requested on Form 943, no fee) must accompany the Request for Termination; the clearance letter is valid for 60 days. (official source)
- Annual registration report (no separate franchise tax)
- All corporations doing business in Missouri must file an annual registration report; failure to file is grounds for administrative dissolution, so reports must be current before voluntary termination. (official source)
- Final state return
- File the final Missouri corporate income tax return; the corporate income/franchise tax account can be closed with Form 126 (Registration or Exemption Change Request). (official source)
Worth knowing
- A Department of Revenue tax clearance is required for voluntary dissolution, termination, withdrawal, and merger filings; the clearance letter is only valid for 60 days, so time the Form 943 request against the Corp. 47 filing.
- Foreign corporation withdrawal (Corp. 48) also requires a Certificate of Tax Clearance, per the form's own instructions.
- A dissolved corporation's name cannot be used by another entity until one year after the dissolution date.
- Dissolution and termination documents are filed on paper (mail or in person); only annual reports are filed online.
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.