Knowing when to dissolve a West Virginia business isn’t easy. Yet for almost every business, there comes a point when it’s time to move on. There’s nothing wrong with dissolving a business to move on to other opportunities or start a new chapter in life. In fact, there are many great reasons a business owner might decide to dissolve their West Virginia business. 

Whatever your reason for researching how to dissolve a business in West Virginia, you need to understand that dissolving your business properly is essential. It doesn’t matter what your business’s financial condition or debt load is. The truth is, if you don’t dissolve your West Virginia corporation or Limited Liability Company (LLC) before moving on, other parties will think your business is still active. Most importantly, West Virginia will expect your business to keep paying taxes and remaining in compliance with the state’s business regulations. And failing to remain in compliance with the state’s regulations could result in financial penalties both for your business and for you personally. Furthermore, walking away from your business without dissolving it could negatively impact your and your business partners’ credit scores. Of course, lower credit scores will hurt your reputation and make it harder to start new businesses in the future. 

For those who are looking to also start a new business after dissolving their current one, use our guided Virginia LLC Formation Service or Corporation Formation Service in West Virginia

Before dissolving your West Virginia business

As with any other business process, being organized is critical to a successful business dissolution. Before starting the West Virginia voluntary dissolution process, gather any and all Annual Reports, receipts, amendments, and all other recorded documents. Having a complete and thorough paper trail of your business’s dealings and activities will help make the dissolution process quick and easy. 

Step 1: Establish a valuation of your West Virginia business

The first step in how to dissolve a West Virginia corporation is understanding what the business owns. Evaluate and estimate the value of your West Virginia business, including its property holdings, inventory, capitol, and intellectual property. 

Depending on the size of business, this task may be quite difficult. Consequently, it might be ideal to hire a professional consultant to help with this step. 

Also, don’t forget to gather all documents relating to the business’s contracts with third parties and tax records. Our Worry-Free Compliance Service is a great tool to help keep business documents organized so they can be easily reviewed and accessed, and our dashboard is another tool that can help keep seemingly endless amounts of business documents organized and accessible. 

Step 2: Compile a full account of your West Virginia business’s debts 

Unfortunately, it’s impossible to dissolve a business’s debts by simply dissolving a company. On the contrary, dissolving a West Virginia LLC or corporation requires compiling a business’s debts. Therefore, assemble any and all records of debt and financial liabilities. Determine who the business owes and how much debt exists for each creditor. Then resolve those debts. Businesses that fail to pay off their debts can face serious financial and legal consequences. A court can even elect to hold the owners of the business personally liable for any of the business’s unsatisfied debts. 

Step 3: Identify West Virginia’s official dissolution document

West Virginia’s dissolution document changes based upon the structure of the business entity. To dissolve a West Virginia LLC, you need to file Articles of Termination. Filing Articles of Dissolution in West Virginia dissolves a West Virginia corporation.

Send the completed Articles of Dissolution or Articles of Termination to the West Virginia Secretary of State. Available delivery methods include mail, fax, in person, or online. File online by using the Secretary of State’s online filing system, FirstStop. 

If filing online or in person, credit cards are accepted. If filing by mail, checks are acceptable. To learn more about payment options that are accepted when faxing, contact the West Virginia Secretary of State’s office. 

Step 4: Follow instructions in your West Virginia business’s operating document

Both LLCs and corporations have operating documents that usually discuss how a business operates. An LLC’s operating agreement and a corporation’s bylaws will generally set out instructions for dissolving the company. Therefore, it’s essential that you know what your business’s foundational operating documents say about the process of dissolution. Follow the dissolution process outlined in the business’s operating document. If there are no operating documents, or the operating documents don’t discuss dissolution, you must follow the default process outlined by state law. 

We can provide LLCs with West Virginia Operating Agreement Templates during the formation process. These templates include clear and common-sense dissolution strategies, making dissolution a much cleaner process overall. 

No matter what dissolution process is listed in your business’s operating document, remember that you must still file the required dissolution forms with the State of West Virginia. 

Step 5: Cancel West Virginia business’s permits, licenses, and registrations

We know what a pain it can be to get charged for automatically renewing subscriptions to things like golf clubs or magazines that you no longer want. The same can happen with business licenses and permits. Don’t let yourself be caught off-guard by automatically renewing business permits and licenses. Instead, take a moment to review and cancel these permits and licenses before dissolving your business. This includes permits issued by the business’s local city or county, the State of West Virginia, and the federal government. 

File all state and federal income tax returns. Notify the federal government of your decision to dissolve the business by contacting the Internal Revenue Service and canceling your business’s Taxpayer Identification Number (EIN). If you employ anyone, you’ll need to follow West Virginia’s labor laws. This includes making sure you understand how to properly administer final paychecks and pay out employee benefits. 

Step 7: File the appropriate dissolution document for your West Virginia business

At this point, you’ve taken care of all of the essential details. Therefore, the final step is to make the jump and file the dissolution document addressed in Step 4 with the West Virginia Secretary of State. 

Congratulations. You have now officially dissolved your business. 

We can help you with your West Virginia business’s needs

Our LLC or corporation formation services can help you start your business quickly and easily, while our Worry-Free Compliance service and dashboard help you stay organized and compliant throughout the life of your business. From formation to dissolution, let us help you every step of the way with your West Virginia business’s needs. 

Dissolution FAQs

  • File the correct dissolution paperwork with the West Virginia Secretary of State. LLCs need to file Articles of Termination and corporations need to file Articles of Dissolution.

  • The cost to dissolve an LLC can vary based on time and filing method. To learn more about filing fees, contact the West Virginia Secretary of State.

  • It depends. Preparing your LLC for dissolution will probably take at least a couple of weeks. The time it takes for West Virginia to receive your paperwork will depend on the filing method. Once the West Virginia Secretary of State receives your paperwork, they typically process it within five business days.

  • The process varies based on whether your nonprofit organization is incorporated or not. Unincorporated nonprofit associations must prepare and submit a dissolution statement to the Secretary of State. To learn more about dissolving a nonprofit organization, contact the West Virginia Secretary of State.

Disclaimer: The content on this page is for information purposes only and does not constitute legal, tax, or accounting advice. If you have specific questions about any of these topics, seek the counsel of a licensed professional.

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Written by Team ZenBusiness

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