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socrateaser, Attorney
Category: Business Law
Satisfied Customers: 38507
Experience:  Retired (mostly)
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How to Close an LLC

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My son may have to file a bankruptcy following so much loss from this recession. His business was in real estate rental properties which have tanked. As such, he will need to close his LLC that had been acting as the propertry manager and landlord. I had filed the articles of incorporation and am listed as the registered agent. How do I remove myself totally from the LLC and then close the business?

If you have no ownership interest in the business, then you don't need to do anything.


If you want to withdraw as registered agent, then see this link for the form.


Hope this helps.


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Customer: replied 6 years ago.
This would allow me to "change" the registered agent. That's not going to work since my son does not live in Michigan, that's why I was the registered agent. As asked, I need to remove me from that registery, AND "close" the business in the process.
See C&S 521, and C&S 531.
Customer: replied 6 years ago.

Hum, this is a lot of effort. Maybe one last question that perhaps will set me on the right path. If we don't renew the annual fee, the corporation will be dissolved by the Sec of State. We would file a final tax return, which would show the losses. If then the only member of the LLC files for bankruptcy and as the personal guarantor for all the LLC's debts, then lists all creditors both for the LLC and his personal ones, is there any remaining liability for the LLC or is that all basically dissolved by his personal bankruptcy?

I like your idea. Your son's liability as personal guarantor is discharged by the bankruptcy, leaving the LLC as an empty shell with no assets or liabilities.


Legally, you're supposed to officially dissolve the LLC, so I can't promise you that the state government could not find some new future liability to assess against the defunct LLC. But, absent that, I think you would be "good to go."

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Customer: replied 6 years ago.