Dissolve a South Dakota LLC or corporation

File with the South Dakota Secretary of State, then a final tax return.

The catch

Closing the entity leaves your sales tax license open. Revenue wants it cancelled and a final return filed within 15 days of closing.

How to close a company in South Dakota

  1. File your final tax return

    South Dakota wants $10 and a mailed form.

  2. Wind up the business

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

  3. File with the South Dakota Secretary of State

    LLC and corporation: No form number (Feb 2018), $10.

  4. Pick how to file

    By mail. 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

South Dakota dissolution facts, each with a link to its source
FactWhat we foundSource
Filing office

South Dakota Secretary of State, Business Services, (605) 773-4845

South Dakota Secretary of State
corporation: dissolve

No form number (Feb 2018): Articles of Dissolution, Domestic Business Corporation (SDCL 47-1A-1403)

Fee: $10. The form and the fee schedule both list $10. Make the check payable to the Secretary of State.

Full notes

How to file: The corporation forms page offers this form on paper only, with no online option. Print it, sign it and mail it to 500 E Capitol Ave, Pierre, SD 57501.

South Dakota Secretary of StateSouth Dakota Secretary of State
LLC: terminate

No form number (Feb 2018): Articles of Termination, Domestic Limited Liability Company (SDCL 47-34A-805)

Fee: $10. The form and the fee schedule both list $10. The LLC ends when the articles are filed or on a later effective date you state.

Full notes

How to file: The LLC forms page offers this form on paper only, with no online option. A member or manager signs it, then you mail it to the Pierre address.

South Dakota Secretary of StateSouth Dakota Secretary of State
Tax clearance

No. South Dakota Department of Revenue.

Dissolving needs no clearance. Cancel any sales or contractor's excise tax license within 15 days of closing and file a final return.

sdlegislature.govsdlegislature.govSouth Dakota Department of Revenuesosenterprise.sd.gov
Before you file
  • Corporation: shareholders approve the dissolution as the Business Corporation Act and the articles require, and the form states the date it was authorized
  • LLC: wind up the business before filing the articles of termination, and a member or manager signs
Full notes
  • Cancel your sales or contractor's excise tax license within 15 days of closing and file the final return
sdlegislature.gov
How long it takes

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

South Dakota Secretary of State
Other tax stops
  • South Dakota Department of Revenue: Cancel a sales or contractor's excise tax license within 15 days of closing and file a final return, online or by checking the out-of-business box on a paper return
South Dakota Department of Revenue

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 South Dakota LLC or corporation?

LLC and corporation (No form number (Feb 2018)): $10. Fees change, so check the source link before you pay.

Do I need tax clearance to close a South Dakota company?

South Dakota does not require a tax clearance before you file. Closing the entity leaves your sales tax license open. Revenue wants it cancelled and a final return filed within 15 days of closing.

Where do I file in South Dakota?

File with the South Dakota Secretary of State, Business Services. You can file by mail.

How long does it take to close a company in South Dakota?

South Dakota 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.