Fillable Form New York Articles of Dissolution

What is the New York Articles of Dissolution form?

The New York Articles of Dissolution is a form filed by business owners when voluntarily dissolving a Limited Liability Company (LLC) under the New York Limited Liability Company Law (NY LLCL). This form was prepared by the New York State Department of State.

It is important and mandatory to file the New York Articles of Dissolution form to the New York State Department of State to officially dissolve a business in New York that business owners no longer wish to operate. Failure to file this form may result in monetary penalties and legal complications.

The processing of the New York Articles of Dissolution that you submitted may take up to seven business days. After this document has been filed and processed, your LLC will no longer legally exist. This also means that your business name is now open for use by other entities.

There are various legal reasons as to why business owners want to dissolve an LLC. Some of these are the following:

• A unanimous decision by the LLC members to consent to dissolution
• Violation of an operating agreement
• Illegal management

How to fill out the New York Articles of Dissolution form?

The New York Articles of Dissolution form is a two-page document. Do not leave the required items blank to avoid any problems with the processing of this file.

The first page of this form requires the details about the LLC that you wish to dissolve.

Insert Name of Domestic Limited Liability Company

Enter the full legal name of the LLC that you will voluntarily dissolve.

FIRST: The name of the limited liability company is:

Enter the full legal name of the LLC that you will voluntarily dissolve.

If the name of the limited liability company has been changed, the name under which it was organized was:

Enter the original name of the LLC if the name of the corporation has been changed.

The name entered on this item must be the same as the name in the original certificate of incorporation.

SECOND: The date of filing of the articles of organization is:

Enter the date you are filing this form.

THIRD: The event giving rise to the filing of the articles of dissolution is:

Mark the appropriate box to determine the event that leads to the filing of the articles of dissolution. You may select:

• The vote or written consent of a majority in the interest of the members of the limited liability company.
• There are no members of the limited liability company.
• Pursuant to the dissolution date set forth in the articles of organization or operating agreement of the limited liability company.
• The following event, as specified in the operating agreement:

Enter a specific event on the space provided in this item.

• The entry of a decree of judicial dissolution.

Signature

Affix the filer’s signature.

Type or print name

Enter your full legal name.

Capacity of Signer

Mark the appropriate box to determine the capacity of the signer. You may select:

• Member
• Manager
• Authorized Person

The second page of this form requires the personal information of the filer.

Insert Name of Domestic Limited Liability Company

Enter the full legal name of the LLC that you will voluntarily dissolve.

Name

Enter the full legal name of the filer.

Company, if applicable

Enter the full legal name of the company.

Mailing address

Enter the complete mailing address.

City, State, and ZIP code

Enter the city, state, and ZIP code of the mailing address.

How to submit the New York Articles of Dissolution form?

Step 1: Fill out and complete the New York Articles of Dissolution form.

Step 2: File the following documents to the New York State Department of State.

• Form TR-960, Consent to Dissolution of a Corporation

• Completed New York Articles of Dissolution form

• A statutory filing fee of $60

Step 3: You may file this form in person, by mail, or by fax.

• By mail

You may send the required documents to this mailing address:

New York Department of State

Division of Corporations

One Commerce Plaza

99 Washington Avenue

Albany, NY 12231

• By fax

You may fax the required documents to the Division of Corporations at (518) 474-1418.

Step 4: Wait for the issuance of the filing receipt. The filing receipt includes the date of filing, the name of the LLC, and a list of the fees paid. This receipt can be used as proof of filing. You must verify the information indicated in this receipt to avoid any complications in the future.

Note:

The New York State Department of State accepts cash, check, money order, MasterCard, Visa, and American Express. If you submitted the New York Articles of Dissolution via mail, do not include cash and check for payment. If your mode of payment is through a credit or debit card, you must include a Credit Card or Debit Card Authorization Form.

Expedited Processing

The New York State’s Division of Corporation offers three options for expedited processing. If you carry time-sensitive documents, you may opt to avail the following options:

• 24 hours expediting process for $25

• Same day expediting process for $75

• Two-hour expediting process for $150

Tips:

Filing the New York Articles of Dissolution is only one part of the process in officially and properly closing your business in the State of New York. Here are a few suggestions on how to handle the business dissolution process:

• Consult an attorney to assist you in the entire process.
• Follow the operating agreement.
• Close your business tax accounts.
• Obtain written consent from the tax department.
• File the articles of dissolution.
• Verify the information you entered in the New York Articles of Dissolution. Make sure that everything will match with the records of the New York State Department of State.

For other concerns, you can call the Department of Taxation and Finance Corporate Dissolution Unit at 518-485-2639.

For additional information, you can go to the official website of the New York State Department of State and New York State Department of Taxation and Finance.