How to Dissolve (Close) an LLC in Maine

If you have a limited liability company (LLC) in Maine, you may need to shut down the business at some point. Maybe you’ve started another company or decided to relocate to another state — whatever the reason, you’ll need to follow the somewhat complicated LLC dissolution process. 

If done incorrectly, you’ll still be responsible for annual reports and fees and could face additional penalties. But, lucky for you, this handy guide explains how to dissolve an LLC in Maine. 

Properly shutting down an LLC involves several crucial steps, as detailed below.  

1. Vote for Dissolution

LLC owners, known as members, must vote to dissolve the LLC. Hopefully, you have an operating agreement that details the process. If not, Maine law requires you to gain consent of all members. Once you do so, you’ll need to draft a resolution to dissolve the LLC. 

2. Cancel Business Licenses and Permits

If you were required to get licenses and permits for your business, you’d need to contact the issuing agencies to cancel them so that you’re not charged renewal fees. If you have any outstanding fees, you’ll likely need to pay them before you are allowed to cancel.

3. Notify Creditors

If you owe money to any creditors, you should notify them in writing of the dissolution and give them detailed instructions on filing any claims for the outstanding debt. In Maine, your notice must include a mailing address to send claims to and a deadline of at least 120 days for claimants to act upon the notice.

4. Notify Tax Departments

Notify any relevant tax authorities of the dissolution and pay any outstanding taxes due.

5. Cancel Contracts and Settle Financial Obligations

If you have contracts with vendors, lessors, or any other outstanding financial obligations, you’ll need to ensure all your obligations are fulfilled and all contracts are canceled. 

6. Distribute Assets to Members

If the LLC has any assets remaining in any form after all financial obligations have been settled, they must be distributed to members based on LLC ownership percentages. If the assets are equipment, property, or other non-cash assets, they’ll need to be sold first so distributions can be made in cash. 

7. File the Dissolution Papers with Maine

To officially dissolve your LLC in Maine, you’ll need to file dissolution papers with the Secretary of State.

To start, download the Certificate of Cancellation, fill it out, and print it.

The fee for filing the dissolution papers in Maine is $75.

You can pay by check or money order payable to the Maine Secretary of State or by credit card, including a credit card payment voucher with your documents.

If you’re mailing your document and payment using USPS, send them to:

Department of the Secretary of State
Corporations, UCC, and Commissions
101 State House Station
Augusta, ME 04333-0101

If you plan to deliver them in person or by mail using FedEx or UPS, send them to:

Department of the Secretary of State
Corporations, UCC, and Commissions
111 Sewall Street, 4th Floor
Augusta, ME 04330

In Closing

Regardless of the reason, LLC dissolution must be done right to avoid legal issues and financial penalties. Therefore, it’s highly recommended that you employ the services of an attorney to ensure everything is done correctly and all bases are covered.