Business formation paperwork on a desk, How to Dissolve an Arkansas LLC

How to Dissolve an Arkansas LLC: Form LL-04 $45 Online or $50 Paper and the $150 Final Franchise Tax Report

How to Dissolve an Arkansas LLC: Form LL-04 $45 Online or $50 Paper and the $150 Final Franchise Tax Report

Dissolving an LLC in Arkansas is mostly paperwork, but the order matters. You file a Statement of Dissolution (Form LL-04) with the Arkansas Secretary of State, pay the filing fee, and submit a Final Franchise Tax Report for $150 with it. After that, you close the tax accounts your company opened with the Arkansas Department of Finance and Administration (DFA), and you check a few other agencies and local offices. Skip a step, or file in the wrong order, and the LLC can stay on the state's books longer than you expect while tax keeps accruing.

This guide walks through the process in the order you should do it. This is informational content, not legal or tax advice. Dissolution involves member approvals, creditor obligations and tax consequences that depend on your facts. Consult a qualified Arkansas attorney and a certified public accountant (CPA) before you dissolve, especially if the LLC has debt, employees, real estate, or multiple owners.

What You Need Before You Start

Gather these items before you open any state portal:

  • The LLC's exact legal name as it appears on the Secretary of State record, with the company's file number if you have it
  • Form LL-04, Statement of Dissolution, downloaded from the Secretary of State's forms and fees page
  • The Final Franchise Tax Report for the LLC, which costs $150
  • Payment for the LL-04 fee: $45 if you file online or $50 if you file on paper
  • Your operating agreement and any written consent from members or managers
  • A list of creditors, open contracts, leases, loans, and money owed to the company
  • Copies of every franchise tax report the LLC filed, plus a list of any reports that were never filed
  • DFA account information for sales and use tax and withholding, if the LLC had those accounts
  • Your registered agent's name and address, because the Secretary of State may need to contact you
  • A login to the Corporations Online Filing System, if you plan to file online

Step 1: Confirm the LLC's Record on the Secretary of State Site

Start with the Secretary of State's business search at sos.arkansas.gov/corps/search_all.php. Search the exact legal name and open the record. Write down the entity's current status, the registered agent on file, and any sign of unpaid franchise tax. You need this information to know whether you must file back reports before you can dissolve.

Do not rely on memory for this step. Records can show a different name, an old registered agent, or a status that surprises you. The search result is the record the state will use, so check it before you pay anything.

Step 2: File Any Missing Franchise Tax Reports First

Every Arkansas LLC owes the Annual LLC Franchise Tax Report, which is a flat $150 for all LLCs. It is due on or before May 1 each year and covers the year ending December 31 before that reporting year. If you file late, the Secretary of State adds a $25 penalty plus interest.

This step is the one most owners skip, and it is the one that causes the most delay. Franchise tax keeps accruing on a revoked entity until the entity is dissolved, withdrawn, or merged. An entity that has not paid cannot make further Business and Commercial Services filings under A.C.A. 26-54-114, which means your LL-04 can be held up until the back reports are cleared. File every missing annual report first, pay each one, and then move on to the dissolution filing.

Budget for the back reports as well as the final $150. If the LLC missed three years of reports, you should expect at least three annual payments of $150 each, plus any late penalties and interest, before the final report.

Step 3: Approve the Dissolution Under Your Operating Agreement

Check your operating agreement for the vote or consent needed to dissolve. Many agreements require a specific percentage of members, or the consent of all members, and some name who can sign on the company's behalf. If the agreement is silent or unclear, confirm with an attorney what Arkansas requires in your situation before you proceed.

Put the decision in writing. A short written consent that states the LLC is dissolving, names the date, and is signed by the members or managers the agreement requires is enough for your own records. Keep the signed copy with the company's permanent files. You may need it if a creditor, bank, or agency asks questions later.

Step 4: Wind Up the Company's Affairs

Dissolving the LLC with the state does not end its obligations to others. Before you file, work through the wind-up tasks:

  1. Collect money owed to the company.
  2. Notify known creditors and pay or settle debts you can confirm.
  3. Cancel or assign contracts, leases, and vendor accounts as your agreements allow.
  4. Sell or distribute remaining assets according to the operating agreement.
  5. Keep your registered agent appointment in place until the Secretary of State accepts your filing, so that legal notices still reach you.

Whether and how to notify creditors, and how to handle claims that come in after dissolution, depend on your facts. An attorney can tell you what steps protect the members in your situation.

Step 5: Prepare the Final Franchise Tax Report

The Final Franchise Tax Report is the last franchise tax filing for the LLC. It costs $150 for an LLC, and it must be submitted with Form LL-04. Do not send LL-04 alone and plan to add the report later, because the two are handled as one package.

Make sure the report is complete and matches the LLC's name and record exactly. A mismatch can send the entire package back for correction, which adds days to your timeline.

Step 6: Complete Form LL-04 and Choose Your Filing Method

Form LL-04 is the Statement of Dissolution. Enter the LLC's legal name exactly as it appears on the state record, complete every required field, and sign it as the form requires. Then choose how to file.

Online: File through the Corporations Online Filing System at ark.org/sos/corpfilings/index.php. The fee is $45. Online filing is the lower-cost option and the one most owners should choose.

Paper: Mail the completed form, the Final Franchise Tax Report, and a $50 payment to the Secretary of State, or deliver them in person. The fee is $50. The Secretary of State's Business Services FAQ states that in-person drop-offs currently carry a 48-hour turnaround. Confirm current mailing and drop-off instructions on the Secretary of State's forms and fees page before you send anything: sos.arkansas.gov/business-commercial-services-bcs.

The Secretary of State does not publish an expedited service or expedite fee for business filings, so plan your timeline around standard processing.

Step 7: Track the Filing and Save Proof

The Secretary of State's new business page lists anticipated processing of 3 to 5 business days for all filings, whether mailed, dropped off, or submitted online. Its Business Services FAQ says most filings, such as amendments and dissolutions, are completed within two business days of receipt. Plan for anywhere from two to five business days, and confirm current timing with the Secretary of State before you rely on it.

When the filing is accepted, save the confirmation and any stamped or returned copy. Then search the business record again. Look for a status that reflects the dissolution. Do not assume the record updated just because you submitted the form. If the record still shows active or revoked status after the processing window, contact the Secretary of State's Business and Commercial Services Division.

Step 8: Close Your DFA Tax Accounts

Dissolving with the Secretary of State does not automatically close the company's accounts with the Arkansas Department of Finance and Administration. Close each account separately through the Arkansas Taxpayer Access Point (ATAP), which is DFA's online system. Closure is requested per account type, so if the LLC had both a sales and use tax account and a withholding account, you must request closure for each one.

DFA may ask for the original sales tax permit, final sales tax returns, and final withholding returns. If the LLC had employees, expect to file final withholding reports and the final W-2 filings. Gather these records before you start the closure request so you are not stopped partway through. Start at the Department of Finance and Administration home page at dfa.arkansas.gov, and confirm the closure process for each account type through ATAP or with DFA directly.

Step 9: Check the Unemployment Insurance Account

If the LLC had employees, it likely had an unemployment insurance account with the Arkansas Division of Reemployment. Contact the Division of Reemployment to confirm how to close that account and whether any final reports or payments are still owed. Do not assume the account closed because you closed the DFA accounts. Ask for written confirmation of closure and keep it with your records.

Step 10: Handle City and Occupational Licenses

Arkansas has no general statewide business license, and the Secretary of State does not issue business licenses. That does not mean nothing else needs attention. Many cities impose their own business license, privilege license, or registry, and the rules differ from city to city. Little Rock and North Little Rock charge a base fee plus an employee component, Bentonville runs a free registry, and Conway does not impose a business license. Contact the city clerk or revenue office where the LLC operated, ask whether a license or registration must be closed, and get written confirmation.

If the LLC held an occupational license, such as a contractor, plumbing, electrical, or HVAC/R, a health license, an alcoholic beverage permit, or a state security or investigator license, contact the board, commission, or agency that issued it. Each one has its own closure or surrender process, and some require the original license.

If the LLC used a trade name, check with the Secretary of State about whether that name needs separate handling. Trade names for entities are filed with the Secretary of State, and their fees are published separately on the Secretary of State's fee page.

Fee Summary for Other Entity Types

The steps above cover domestic LLCs. Other entity types use different forms and fees, all listed on the Secretary of State's fee pages. Confirm current amounts there before filing.

Entity typeFormOnline feePaper feeFinal franchise tax report
Domestic LLCLL-04 Statement of Dissolution$45$50$150
Domestic corporationDN-10 Articles of Dissolution$45$50Minimum $150
Foreign LLCFL-04 Application for Cancellation$45$50$150
Foreign corporationF-13 Certificate of Withdrawal$270$300Minimum $150

A foreign entity is one formed in another state that is registered to do business in Arkansas. Its Arkansas filing ends its authority to operate here, but the final franchise tax report still applies.

Tips and Common Mistakes to Avoid

  • Filing LL-04 without the final report. The Final Franchise Tax Report must go in with LL-04. A filing without it can be returned.
  • Skipping back reports. Unpaid franchise tax blocks further Business and Commercial Services filings, so clear the back reports before you file LL-04.
  • Assuming the filing stops the tax automatically. Tax keeps accruing on a revoked entity until dissolution, withdrawal, or merger is complete. Confirm the record shows the change.
  • Closing only the Secretary of State filing. DFA accounts stay open until you close them, and returns can keep coming due.
  • Forgetting the city. A city license or registry can remain on your file even after the state is finished with the LLC.
  • Paying the wrong fee for the filing method. The online fee is $45 and the paper fee is $50. Check which one applies before you pay.
  • Ignoring the operating agreement. A dissolution approved by the wrong people can create disputes that outlast the paperwork.
  • Dropping the registered agent too early. Keep the appointment active until the filing is accepted so legal notices still reach you. A P.O. Box is not an acceptable registered agent address in Arkansas.
  • Looking for a free option. There is no free way to dissolve an Arkansas LLC with the Secretary of State. Budget for the $45 or $50 filing fee and the $150 final report, plus any back reports.

What Results to Expect

Most owners who follow the order above can generally expect the Secretary of State to process the LL-04 package within the window the agency publishes, and the business record may then show the dissolution. Treat that as the likely outcome, not a guarantee, and check the record yourself before you assume the entity is closed.

Closing the DFA and Division of Reemployment accounts may take longer than the state filing. Those agencies may ask for final returns, original permits, or payment confirmations, and each request can add time. Results can vary with the complexity of the LLC's records, any unpaid obligations, and how busy each office is when you submit.

If the LLC has outstanding debts, disputes, or a history of missed filings, the timeline and the final outcome may depend more on those issues than on the forms themselves. In that case, the attorney and CPA you consult are the right people to shape the plan.

When to Get Professional Help

Bring in a professional if any of these apply: the members disagree about dissolving, the operating agreement is unclear, the LLC owes significant debt or has pending claims, it owns real estate or other major assets, it has employees or multiple tax accounts, or it has years of unfiled reports. An Arkansas attorney can advise on member approvals and creditor issues, and a CPA can advise on the final tax returns and any tax consequences of distributing assets. Both are worth the cost when the stakes are high.

Final Checklist

  1. Confirm the LLC's record and status on the Secretary of State business search.
  2. File any missing annual franchise tax reports and pay any penalties and interest.
  3. Approve the dissolution as the operating agreement requires, and document it in writing.
  4. Collect assets, pay or settle debts, and distribute what remains.
  5. Prepare the Final Franchise Tax Report for $150.
  6. Complete Form LL-04 and file it with the report: $45 online or $50 on paper.
  7. Save proof of filing and confirm the record reflects the dissolution.
  8. Close each DFA account through ATAP and gather the final returns DFA requests.
  9. Confirm closure of any unemployment insurance account with the Division of Reemployment.
  10. Close city licenses or registrations and any occupational licenses with the issuing agencies.

Dissolving an Arkansas LLC is straightforward once you put the steps in the right order. Clear the back reports, file LL-04 with the $150 final report, and close every account you opened. Then confirm each closure in writing and keep the records.

Disclaimer: This article is informational content, not legal or tax advice. Fees, processing times, and agency procedures change, so confirm current requirements with the Arkansas Secretary of State, the Department of Finance and Administration, the Division of Reemployment, and any city or licensing board involved. For decisions about your business, consult a qualified Arkansas attorney and a CPA.

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