Dissolving a company in Vermont
The state-level facts for closing an LLC or corporation in Vermont: 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.
Vermont LLC
- Dissolution filing
- Articles of Termination — filed with the Vermont Secretary of State, Business Services Division. (official source)
- Filing fee
- $20 (official source)
- Tax clearance before filing
- Not required before the dissolution filing. (official source)
- Annual Report ($45 domestic LLC)
- The annual report is owed each fiscal year the LLC remains registered; file any report already due before terminating. (official source)
- Final state return
- File final business income tax returns and pay remaining taxes, then close each tax account individually in myVTax (or on paper with Form B-2, Notice of Change). (official source)
Worth knowing
- Articles of Termination are filed only after dissolution and winding up are complete - the filing states the business has been wound up and legal existence terminated (11 V.S.A. s. 4105).
- Most filings are submitted through the Online Business Service Center; paper forms are not posted online and must be requested from the Secretary of State.
- A foreign LLC's annual report is $170 versus $45 domestic, so a foreign LLC that has stopped doing business in Vermont saves money by cancelling promptly.
Vermont corporation
- Dissolution filing
- Articles of Dissolution — filed with the Vermont Secretary of State, Business Services Division. (official source)
- Filing fee
- $35 (official source)
- Tax clearance before filing
- Not required before the dissolution filing. (official source)
- Annual Report ($60 domestic business corporation)
- The annual report is owed each fiscal year the corporation remains registered; file any report already due before dissolving. (official source)
- Final state return
- File the final corporate income tax return and pay remaining taxes, then close each tax account individually in myVTax (or on paper with Form B-2, Notice of Change). (official source)
Worth knowing
- The optional post-dissolution tax clearance (11A V.S.A. s. 14.09) is the shield against shareholder liability: without it, shareholders can be held severally liable for the corporation's unpaid Vermont taxes up to the assets distributed to them.
- Dissolution can be revoked by filing Articles of Revocation of Dissolution ($35); the statute allows revocation within 120 days of the effective date (11A V.S.A. s. 14.04).
- A foreign business corporation's annual report is $250 versus $60 domestic, so withdrawing promptly after ceasing Vermont business avoids a large recurring fee.
- Most filings are submitted through the Online Business Service Center; paper forms are not posted online and must be requested from the Secretary of State.
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.