Dissolve My LLC
LA
Filing affidavit...0%
Fee
$100
Time
~7 days
State Guides8 min read

How to Dissolve an LLC in Louisiana

Dissolve your Louisiana LLC step by step. Learn about the $100 filing fee, the Affidavit to Dissolve, GeauxBiz online filing, expedited options, and the tax steps that close your business cleanly.

By Gabriel Gil|

Quick Answer

To dissolve an LLC in Louisiana, file an Affidavit to Dissolve a Limited Liability Company with the Louisiana Secretary of State and pay a $100 filing fee. Standard processing takes about seven business days. No separate tax clearance certificate is required for the affidavit method.

To dissolve an LLC in Louisiana, file an Affidavit to Dissolve a Limited Liability Company with the Louisiana Secretary of State and pay a $100 filing fee. You can file online through GeauxBiz, the state business portal. Standard processing takes about seven business days, and expedited options are available.

Louisiana keeps the standard LLC closure relatively simple compared to many states. The state uses a single form, the Affidavit to Dissolve, rather than a longer multi-page Articles of Dissolution packet. For most small LLCs with no outstanding debts and no real estate held in the company name, this affidavit is the only state filing you need. We have helped over 15,000 clients close businesses across all 50 states, and Louisiana's affidavit path is one of the cleaner ones when your company qualifies for it.

What Form Do You File to Dissolve a Louisiana LLC?

You file the Affidavit to Dissolve a Limited Liability Company (Form 368) with the Louisiana Secretary of State. This is Louisiana's version of Articles of Dissolution. The filing fee is $100.

Louisiana's standard LLC dissolution document is the Affidavit to Dissolve a Limited Liability Company, filed with the Louisiana Secretary of State for a $100 fee. You can submit it online through GeauxBiz, by mail, or by fax. Standard processing runs about seven business days.

The affidavit confirms that all members or organizers who are required to authorize the dissolution have agreed to it, that the LLC has no outstanding debts, and that the company does not own immovable property (real estate). If your LLC does not meet those conditions, you cannot use the affidavit method and must use Louisiana's long form dissolution instead. We cover that difference further down.

How Much Does It Cost to Dissolve an LLC in Louisiana?

The Louisiana Secretary of State charges a $100 filing fee for the Affidavit to Dissolve a Limited Liability Company. This is the standard, non-expedited fee.

If you need it processed faster, Louisiana offers two expedited tiers on top of the base fee. These are optional and added to the $100.

Service Cost Turnaround
Standard filing fee $100 About 7 business days
Expedite (24-hour) $100 + $30 Within 24 hours
Priority expedite (2 to 4 hour) $100 + $50 Within 2 to 4 hours

For most people, the standard $100 fee and roughly one-week turnaround is fine. Expedited processing makes sense if you are trying to stop an annual filing obligation before a deadline or need proof of dissolution for a closing date. If you want the whole thing handled without touching GeauxBiz yourself, we file Louisiana dissolutions done-for-you for $99 plus the state filing fee.

Do You Need Tax Clearance From the Louisiana Department of Revenue?

It depends on which dissolution path your LLC qualifies for. For the standard Affidavit to Dissolve, the Secretary of State does not issue a separate tax clearance certificate. The affidavit method is built for LLCs that have no debts and no real estate, so the state does not route it through a clearance review.

For the Affidavit to Dissolve method, Louisiana does not require a separate tax clearance certificate from the Department of Revenue. That short-form path is reserved for LLCs with no outstanding debts and no immovable property. LLCs that do not qualify must use the long form, which does involve agency clearance.

The long form dissolution is different. With that method, you apply to the Secretary of State, who then notifies the Louisiana Department of Revenue, the Louisiana Workforce Commission, and in some cases the Department of Environmental Quality. Each agency reviews your account, and once they confirm everything is clear, the Secretary of State issues a formal clearance. This path applies to LLCs that have debts, hold real estate, or otherwise cannot sign the affidavit truthfully.

Separate from the state filing, you should still settle your Louisiana tax accounts. File any final Louisiana state tax returns the LLC owes and close out sales tax or withholding accounts with the Department of Revenue if you had them. Even on the affidavit path, leaving open state tax accounts can generate notices after you think the business is closed.

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How Do You File the Affidavit to Dissolve in Louisiana?

The fastest way is online through GeauxBiz, the Louisiana Secretary of State's business portal. You can also file the paper Form 368 by mail or fax. Online filing handles the member authorization step electronically, which is usually smoother than chasing notarized signatures.

Here is the order of operations most Louisiana LLCs follow.

Step What you do
1. Authorize the dissolution Members vote to dissolve per your operating agreement. Document the decision in writing.
2. Wind up the business Pay debts, collect receivables, distribute remaining assets, close vendor accounts.
3. Confirm you qualify Verify no debts and no immovable property so you can use the affidavit method.
4. File Form 368 Submit the Affidavit to Dissolve via GeauxBiz, mail, or fax with the $100 fee.
5. Authorize online (if filing via GeauxBiz) Each required member receives an email and individually authorizes the filing.
6. Receive confirmation The state processes the filing in about seven business days and returns your documents.

When you file through GeauxBiz, instead of notarizing the affidavit, you enter the name and email of each member or organizer who must authorize the dissolution. The system emails each person a separate authorization request, and each one approves the filing individually before it can be finalized. Make sure those email addresses are current, because the filing stalls until everyone responds.

Do You Still Need to Close Things With the IRS?

Yes. Dissolving your LLC with the Louisiana Secretary of State closes the company at the state level only. It does not touch your federal tax account or your EIN.

State dissolution in Louisiana does not close your federal EIN. You must file a final federal return and send the IRS a written request to close the business account. Skip this and the IRS may keep expecting returns and issue automated penalty notices long after the LLC is gone.

File a final federal return for the LLC's last tax year. A multi-member LLC taxed as a partnership files a final Form 1065 with the "final return" box checked and issues final Schedule K-1s. A single-member LLC reports on a final Schedule C with the personal Form 1040. Then close the EIN by mailing the IRS a letter with the LLC's legal name, EIN, address, and a statement that you are closing the account. There is no dedicated form for this. A letter is the accepted method, and the IRS sends confirmation in roughly 6 to 8 weeks.

If your Louisiana LLC was foreign-owned, the federal side can be more involved. Foreign-owned single-member LLCs generally file Form 5472 with a pro forma Form 1120, and those filings need to be current through the final year before you close the EIN. Our Complete Closure plan at $599 handles the federal returns and IRS account closure so nothing gets left open.

What Are the Most Common Mistakes When Dissolving a Louisiana LLC?

Louisiana's affidavit path is forgiving, but a few errors come up repeatedly in the cases we handle.

Using the affidavit when you do not qualify. The affidavit certifies no debts and no immovable property. If the LLC owns real estate or carries debt, you legally cannot use Form 368 and must use the long form. Filing the affidavit anyway creates problems later.

Forgetting the GeauxBiz authorization emails. Online filings wait until every listed member authorizes through their emailed link. Entering an old or wrong email address quietly holds up the entire dissolution.

Leaving state tax accounts open. Even when no clearance certificate is required, open sales tax or withholding accounts with the Department of Revenue keep generating notices. Close them and file any final Louisiana returns.

Ignoring the EIN. Many people assume the state filing closes everything. It does not. The IRS must be notified separately in writing, or penalty notices can arrive years later.

Our team at Prodezk INC has handled Louisiana LLC dissolutions across every scenario, from clean single-member affidavit filings to long form closures with agency clearance. Our state-only plan starts at $99 plus the state filing fee, and our Complete Closure plan at $599 covers the federal returns and IRS closure. We have been closing businesses properly for over 24 years across 193 countries.

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Gabriel Gil

Business Dissolution Specialist at Prodezk. Helping 15,000+ clients across 193 countries for over 24 years.

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