Dissolve a New York LLC or corporation

File with the New York Department of State. Some companies also need a tax sign-off.

The catch

A corporation has to attach the Tax Department's written consent to the certificate. An LLC's form asks for no tax consent.

How to close a company in New York

  1. Get the tax sign-off

    New York wants the tax department to sign off before a corporation can leave.

  2. Wind up the business

    Hold the vote your governing documents and New York law require. Pay or set aside what you owe, in the order your lawyer advises.

  3. File with the New York Department of State

    LLC: DOS-1366-f, $60. corporation: DOS-1337-f, $60.

  4. Pick how to file

    By mail or in person. No fixed time is published. Paid rush filing is available.

  5. Check your records

    Before you close accounts or delete Slack, work out what you must keep and whether a buyer may want it.

Facts and sources

New York dissolution facts, each with a link to its source
FactWhat we foundSource
Filing office

New York Department of State, Division of Corporations, State Records and Uniform Commercial Code

New York Department of State
corporation: dissolve

DOS-1337-f: Certificate of Dissolution (Business Corporation Law section 1003)

Fee: $60

How to file: The DOS page lists a mailing address in Albany and does not describe an online dissolution filing. Cash is accepted in person only.

New York Department of StateNew York Department of State
LLC: dissolve

DOS-1366-f: Articles of Dissolution (Limited Liability Company Law section 705)

Fee: $60. Same optional expedite fees as corporations. Earlier internal notes called this form DOS-1357. The form on the DOS site is DOS-1366-f.

Full notes

How to file: The DOS page lists mail to Albany. No online option is described.

New York Department of StateNew York Department of State
Tax clearance

Varies. New York State Department of Taxation and Finance (and NYC Department of Finance where applicable).

Consent to Dissolution of a Corporation

Form TR-960

New York State Department of Taxation and FinanceNew York Department of State
Before you file
  • Corporation: shareholder authorization stated on the certificate (two-thirds vote, majority vote, or unanimous written consent)
  • Corporation: file all returns and pay all taxes, file the final return marked Final, then get the written Tax Department consent
Full notes
  • LLC: file the Articles of Dissolution within 90 days after dissolution and the start of winding up, or any time there are no members
New York State Department of Taxation and Finance
How long it takes

Varies. No fixed time is published. Paid rush filing is available.

New York Department of State
Other tax stops
  • New York State Department of Taxation and Finance: Consent to dissolution (TR-960) via Business Online Services. Final return marked Final
New York State Department of Taxation and Finance

Fees and form numbers change, so check the source before you file.

A checklist can keep you from forgetting things. It cannot tell you what your state requires today. Have your lawyer or CPA look at it before you rely on it. Vaultfish helps you run the process. We are not lawyers and this is not legal advice. If you need counsel who knows this area, we can point you to one. Ask for a referral

Questions people ask

How much does it cost to close a New York LLC or corporation?

LLC (DOS-1366-f): $60. corporation (DOS-1337-f): $60. Fees change, so check the source link before you pay.

Do I need tax clearance to close a New York company?

It depends on the business type. A corporation has to attach the Tax Department's written consent to the certificate. An LLC's form asks for no tax consent.

Where do I file in New York?

File with the New York Department of State, Division of Corporations, State Records and Uniform Commercial Code. You can file by mail or in person.

How long does it take to close a company in New York?

New York publishes no fixed processing time that we could find. Paid rush filing is available.

What happens to my Slack, email and CRM when I close?

Closing the company does not decide what happens to your records. Keep what tax and payroll rules ask for. The IRS gives retention periods on its site. Then check what the rest could be worth before you delete it.

Is this legal advice?

No. We read the state pages so you don't have to, then link to them so you can check our work. Have your lawyer or CPA read it too. They like that.