Dissolving a company in New Hampshire
The state-level facts for closing an LLC or corporation in New Hampshire: 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.
New Hampshire LLC
- Dissolution filing
- Certificate of Cancellation (Limited Liability Company) (Form LLC-7) — filed with the New Hampshire Secretary of State, Corporation Division. (official source)
- Filing fee
- $35 (official source)
- Tax clearance before filing
- Not required before the dissolution filing. (official source)
- Annual Report (Secretary of State) plus Business Profits Tax and Business Enterprise Tax
- Annual report is $100 ($50 late fee) while registered. File final BPT and/or BET returns with the DRA for the period through the last date of business in NH. (official source)
- Final state return
- File final NH Business Profits Tax and/or Business Enterprise Tax returns with the Department of Revenue Administration (via Granite Tax Connect or mail) for the period that includes the last date of business in NH. (official source)
Worth knowing
- New Hampshire requires the DRA Tax Certificate (requested with Form AU-22, $30 fee) for FOREIGN entity withdrawals, but not for a domestic LLC's Certificate of Cancellation.
- Form AU-22 should be filed at least 60 days before applying to the Secretary of State so the DRA can reconcile the tax account.
- NH has no general sales tax and no wage withholding, but the entity-level BPT and BET apply regardless of federal pass-through status.
- BPT/BET filing thresholds adjust biennially ($109,000 / $298,000 for periods beginning on or after Jan 1, 2025) - a small LLC may owe final returns even with modest revenue.
- Electronic filings carry a $2 handling surcharge on top of the $35 fee.
New Hampshire corporation
- Dissolution filing
- Articles of Dissolution by Incorporator(s) or Initial Directors or Board of Directors and Shareholders (Form 19) — filed with the New Hampshire Secretary of State, Corporation Division. (official source)
- Filing fee
- $35 (official source)
- Tax clearance before filing
- Not required before the dissolution filing. (official source)
- Annual Report (Secretary of State) plus Business Profits Tax and Business Enterprise Tax
- Annual report is $100 ($50 late fee) while registered. File final BPT and/or BET returns with the DRA for the period through the last date of business in NH. (official source)
- Final state return
- File final NH Business Profits Tax and/or Business Enterprise Tax returns with the Department of Revenue Administration; the DRA's dissolution certification checklist also asks for the plan of liquidation and federal Form 966. (official source)
Worth knowing
- RSA 293-A:14.03 requires the articles of dissolution to include a certificate of mailing showing a copy was mailed to the Department of Revenue Administration - a NH-specific step that is not a tax clearance.
- Foreign corporations withdrawing (Form 44) DO need a DRA Tax Certificate, requested with Form AU-22 ($30) at least 60 days before applying to the Secretary of State.
- The DRA asks for board minutes authorizing dissolution, a plan of liquidation, a schedule of non-cash asset disposition, and federal Form 966 with an AU-22 dissolution certification request.
- NH has no general sales tax and no wage withholding, but the entity-level BPT and BET apply regardless of federal tax classification.
- Form 36 (Articles of Revocation of Dissolution, $35) can undo a voluntary dissolution.
- Electronic filings carry a $2 handling surcharge on top of the $35 fee.
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.