How to Dissolve an LLC in Arkansas (2026)

Fact-checked by the LegalGlass editorial team against primary sources · Published Aug 6, 2026 · Last updated Aug 6, 2026

To formally dissolve an Arkansas Limited Liability Company (LLC), you must file Articles of Dissolution (Form LL-06) with the Arkansas Secretary of State and pay a $50 filing fee. Before filing, the LLC must obtain a Tax Clearance Certificate from the Arkansas Department of Finance and Administration (DFA) to confirm all state tax obligations are met.

Overview of Arkansas LLC Dissolution

Dissolving an Arkansas LLC is the formal process of terminating its legal existence with the state. This is distinct from merely closing down business operations. Proper dissolution ensures the LLC's liabilities are settled, assets are distributed, and its legal obligations to the state, such as annual reports and tax filings, cease. The process is governed primarily by the Arkansas Uniform Limited Liability Company Act of 2009, as amended.

The key steps involve a formal decision by the LLC members, obtaining tax clearance from the Arkansas Department of Finance and Administration (DFA), filing Articles of Dissolution with the Arkansas Secretary of State, and then winding up the LLC's internal affairs. Failure to follow these steps can lead to ongoing liabilities, penalties, and administrative dissolution by the state, which does not fully protect members from potential claims.

For a general understanding of the dissolution process across states, refer to the national guide on how to dissolve an LLC.

Steps to Dissolve an Arkansas LLC

The dissolution of an Arkansas LLC involves several critical steps to ensure compliance with state law and proper closure of the business. These steps help protect the LLC's members from future liabilities.

Step 1: Vote to Dissolve the LLC

The decision to dissolve an LLC typically begins with a formal vote or written consent of its members. The procedure for dissolution should be outlined in the LLC's operating agreement. If the operating agreement does not specify the dissolution process, Arkansas law dictates that the LLC may be dissolved upon the consent of all members, or as otherwise provided by the operating agreement. It is crucial to document this decision through formal meeting minutes or a written consent form signed by the required percentage of members.

This initial step formally authorizes the winding up process and the filing of dissolution documents. Without this internal authorization, any subsequent actions taken to dissolve the LLC may be challenged.

Step 2: Obtain Tax Clearance from Arkansas DFA

Before the Arkansas Secretary of State will accept Articles of Dissolution, the LLC must obtain a Tax Clearance Certificate from the Arkansas Department of Finance and Administration (DFA). This certificate confirms that the LLC has satisfied all its state tax obligations, including income tax, sales tax, and any other applicable state taxes.

To obtain tax clearance, the LLC must:

• File all final state tax returns (e.g., corporate income tax, sales and use tax).
• Pay any outstanding tax liabilities, penalties, or interest.
• Submit a formal request for tax clearance to the DFA. The DFA provides specific forms or procedures for requesting this clearance, which may involve Form AR1100CT (Corporate Income Tax Return) or other relevant forms.

The DFA's process for issuing tax clearance can take time, so it is advisable to initiate this step early in the dissolution process. The Secretary of State will reject dissolution filings without this clearance.

Step 3: File Articles of Dissolution (Form LL-06) with the Secretary of State

Once tax clearance is obtained from the DFA, the LLC can proceed to file its Articles of Dissolution with the Arkansas Secretary of State. The required form is Form LL-06, Articles of Dissolution. This form requires the following information:

• The exact name of the LLC.
• The date the dissolution was authorized.
• A statement that the LLC has not commenced business, or that all debts, obligations, and liabilities have been paid or adequately provided for.
• A statement that any remaining property and assets have been distributed among the members according to their respective rights and interests.
• The effective date of dissolution (if different from the filing date).
• The signature of an authorized person (e.g., a member or manager).

The filing fee for Articles of Dissolution is $50. The form can be submitted by mail or in person to the Arkansas Secretary of State's office. Upon acceptance, the Secretary of State will issue a Certificate of Dissolution, officially terminating the LLC's legal existence in Arkansas.

Step 4: Wind Up Business Affairs

The period between the decision to dissolve and the final distribution of assets is known as "winding up" the LLC's affairs. This is a critical phase where the LLC must systematically close out its operations. Key actions during winding up include:

• Notifying Creditors: The LLC should notify all known creditors of its dissolution and provide a reasonable deadline for submitting claims. This helps limit future liability for the members. Arkansas law provides a mechanism for notifying creditors, which can limit the period during which claims can be brought against the dissolved LLC.
• Collecting Assets: This involves collecting any outstanding accounts receivable, liquidating inventory, and selling off other business assets.
• Paying Debts and Liabilities: All debts, obligations, and liabilities of the LLC must be paid or adequately provided for. This includes loans, leases, contracts, and any other financial commitments.
• Distributing Remaining Assets: After all creditors are paid, any remaining assets are distributed to the members according to the terms of the operating agreement or, if silent, according to their capital contributions and profit-sharing ratios as per Arkansas law.
• Canceling Licenses and Permits: Cancel any business licenses, permits, or registrations held by the LLC at the state, local, and federal levels.
• Closing Bank Accounts: Once all financial transactions are complete, close the LLC's business bank accounts.

Members have a fiduciary duty during the winding up process to act in the best interests of the LLC and its creditors. For more information on this process, see the Cornell Legal Information Institute's definition of winding up.

Step 5: Cancel EIN and Close IRS Account

After the LLC has completed its winding up process and filed its final state tax returns, it must also address its federal tax obligations. This involves:

• Filing Final Federal Tax Returns: The LLC must file its final federal income tax return (e.g., Form 1065 for partnerships, Form 1120 for corporations, or Schedule C/E/F for disregarded entities). On this return, check the "final return" box to indicate that the LLC has ceased operations.
• Canceling the EIN: If the LLC obtained an Employer Identification Number (EIN), it should notify the IRS that the EIN is no longer needed. The IRS does not have a specific form for canceling an EIN. Instead, you should send a letter to the IRS, including the LLC's legal name, EIN, business address, and the reason for cancellation (e.g., "The LLC has been dissolved and will no longer operate"). The IRS provides guidance on how to close your EIN account.

It is important to ensure all federal tax obligations are met to avoid future IRS inquiries or penalties. The IRS offers comprehensive guidance on closing a business.

Arkansas LLC Dissolution Fees (2026)

The primary state fee for dissolving an Arkansas LLC is for filing the Articles of Dissolution. Other potential costs may include professional services or fees related to obtaining tax clearance.

These fees are subject to change by the respective state agencies. Always verify the current fees on the Arkansas Secretary of State's fee schedule and the Arkansas DFA website.

Consequences of Not Dissolving an LLC

Failing to formally dissolve an LLC in Arkansas can lead to several negative consequences, even if the business has ceased operations:

• Ongoing State Obligations: The LLC may continue to be responsible for filing annual reports with the Secretary of State and paying associated fees. Failure to do so can result in penalties or administrative dissolution.
• Tax Liabilities: State and federal tax agencies may continue to expect tax filings and payments. Unpaid taxes can accrue penalties and interest.
• Liability Exposure: Without formal dissolution, the LLC technically still exists. This means its members could potentially be held responsible for new debts or liabilities incurred by the business, or for existing liabilities that were not properly settled during winding up. The protection of the limited liability shield may be compromised.
• Registered Agent Obligations: The LLC's registered agent will continue to receive service of process and official notices, which can be problematic if the business is no longer active.
• Administrative Dissolution: If an LLC fails to comply with state requirements (e.g., not filing annual reports or maintaining a registered agent), the Arkansas Secretary of State may administratively dissolve the entity. While this terminates the LLC's active status, it does not relieve the members of all liabilities and obligations, nor does it typically provide the same level of protection as a voluntary dissolution. Reinstatement may be possible but often involves significant fees and paperwork.

Proper dissolution ensures a clean break, limits future liability, and prevents unnecessary administrative burdens and costs.

Administrative Dissolution and Reinstatement

The Arkansas Secretary of State has the authority to administratively dissolve an LLC if it fails to comply with certain statutory requirements, such as not filing its annual report or failing to maintain a registered agent. Administrative dissolution means the LLC loses its good standing and its authority to transact business in Arkansas.

An administratively dissolved LLC can typically be reinstated. The process usually involves:

• Filing an Application for Reinstatement.
• Paying all delinquent annual report fees and any associated penalties.
• Correcting the reason for the administrative dissolution (e.g., appointing a new registered agent).
• Obtaining tax clearance from the Arkansas DFA, similar to the requirement for voluntary dissolution.

Reinstatement restores the LLC's legal existence and its authority to conduct business as if the administrative dissolution had never occurred. However, it is generally more complex and costly than maintaining compliance or initiating a voluntary dissolution when the business is ready to close.

Frequently Asked Questions

How much does it cost to dissolve an LLC in Arkansas?

The filing fee for Articles of Dissolution (Form LL-06) with the Arkansas Secretary of State is $50. There are no direct state fees for obtaining tax clearance from the DFA, but there may be costs associated with preparing final tax returns or professional assistance.

What form do I file to dissolve an Arkansas LLC?

You file Form LL-06, Articles of Dissolution, with the Arkansas Secretary of State. This form officially terminates the LLC's legal existence in the state after all prerequisites, including tax clearance, are met.

Do I need tax clearance to dissolve an LLC in Arkansas?

Yes, Arkansas law requires an LLC to obtain a Tax Clearance Certificate from the Department of Finance and Administration (DFA) before the Secretary of State will accept its Articles of Dissolution. This ensures all state tax obligations are satisfied.

What is 'winding up' an LLC?

Winding up refers to the process of settling an LLC's affairs after the decision to dissolve. This includes notifying creditors, collecting assets, paying all debts and liabilities, and distributing any remaining assets to the members according to the operating agreement or state law.

What happens if I don't formally dissolve my Arkansas LLC?

If you don't formally dissolve, your LLC may continue to incur state filing fees, penalties, and tax liabilities. It also leaves the LLC open to potential claims and may compromise the limited liability protection for its members. The state may eventually administratively dissolve it, which is not the same as a voluntary, formal dissolution.

Can an administratively dissolved LLC be reinstated in Arkansas?

Yes, an administratively dissolved LLC can typically be reinstated by filing an Application for Reinstatement, paying all outstanding fees and penalties, and addressing the issues that led to the dissolution (e.g., filing overdue annual reports or appointing a registered agent).

Related

• How to dissolve an LLC (cluster hub)
• How to form an LLC in Arkansas
• Arkansas registered agent requirements
• How to get an EIN
• LegalGlass Glossary
• How to dissolve an LLC in Texas (sibling)

Sources

1. Arkansas Secretary of State - Limited Liability Companies (General information on LLC filings).
2. Arkansas Secretary of State - Form LL-06, Articles of Dissolution (PDF).
3. Arkansas Secretary of State - Business and Commercial Services Fee Schedule ($50 filing fee for Articles of Dissolution).
4. Arkansas Department of Finance and Administration (DFA) - Dissolution, Withdrawal, or Cancellation (Requirement for Tax Clearance Certificate).
5. Arkansas Department of Finance and Administration (DFA) - Corporate Income Tax Forms (Includes Form AR1100CT).
6. Arkansas Department of Finance and Administration (DFA) - Corporate Income Tax FAQs (Additional information on tax obligations).
7. IRS - Closing a Business (Federal tax implications and steps).
8. IRS - How to Cancel an EIN – Closing Your Account.
9. IRS - What Are the Tax Implications When a Business Closes?
10. IRS - Liquidating a Corporation (Relevant for LLCs taxed as corporations).
11. Arkansas Code Title 4, Chapter 38 - Arkansas Uniform Limited Liability Company Act of 2009 (Governs LLC dissolution).
12. Arkansas Code Title 4, Chapter 38 - Act 1086 of 2015 (Amendments to LLC Act, including administrative dissolution and reinstatement).
13. Cornell Legal Information Institute (LII) - Winding Up (Definition and legal context).
14. Cornell Legal Information Institute (LII) - Fiduciary Duty (Applies to members during winding up).
15. Cornell Legal Information Institute (LII) - Creditor (Definition in legal context).

LegalGlass provides general information for educational purposes and is not a law firm or a substitute for advice from a licensed attorney or tax professional. Laws, fees, and thresholds change; verify current requirements with the Arkansas Secretary of State and Arkansas Department of Finance and Administration before acting.