How to Dissolve an LLC in Michigan

To dissolve an LLC in Michigan, file a Certificate of Dissolution with the Michigan Department of Licensing and Regulatory Affairs (LARA) and pay the $10 filing fee. Your LLC has to be in good standing first, which means every annual statement is filed and current. Processing takes about 10 business days, Michigan does not require a tax clearance certificate, and the filing is the last step after you have wound the business down.

The order matters. Filing the Certificate of Dissolution closes the entity with the state, but if you file it before you settle the company's debts and obligations, you can lose the liability protection the LLC was supposed to give you. Prodezk, the company behind DissolveMyLLC, has closed more than 15,000 businesses, so here is exactly how a Michigan dissolution works, start to finish.

How Do You Dissolve an LLC in Michigan?

Michigan keeps the process straightforward. The core steps are:

• Confirm the LLC is in good standing. Michigan LLCs file an annual statement each year (a $25 fee, due February 15). If you have skipped any, file them before you dissolve.
• Get member approval to dissolve, following whatever your operating agreement requires (usually a majority or unanimous vote), and record it in writing.
• Wind up the business: notify creditors, pay or set aside money for all debts and taxes, and distribute anything left to the members.
• File the Certificate of Dissolution with LARA and pay the $10 fee.
• File your final federal and Michigan tax returns, marked final, and close your EIN with the IRS.

A Michigan LLC dissolves by filing a Certificate of Dissolution with LARA for $10, but only after it is in good standing and the business has been wound down. The filing is the final step, not the first one.

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

The state filing fee for the Certificate of Dissolution is $10, one of the lowest in the country. The real costs hide elsewhere: any unfiled annual statements you have to catch up on ($25 each), final tax preparation, and settling outstanding debts. If your LLC is current and debt-free, $10 is genuinely all the state charges to close it.

Michigan charges a $10 state fee to file a Certificate of Dissolution. Budget extra only for back annual statements ($25 each if you are behind) and final tax filings. There is no tax clearance fee because Michigan does not require clearance for LLCs.

Does Michigan Require a Tax Clearance to Dissolve?

No. Unlike some states that make you request a tax clearance certificate before they will accept a dissolution, Michigan does not require one for an LLC. You can file the Certificate of Dissolution directly with LARA once you are in good standing. You still owe any Michigan taxes the business accrued, and you still file final returns, but you do not have to wait on a clearance letter to close the entity.

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What Happens If You Just Stop Filing Instead of Dissolving?

If you abandon a Michigan LLC instead of dissolving it, the state does not simply forget about it. Miss the annual statement and the LLC falls out of good standing; leave it that way and Michigan can administratively dissolve it for you, which is a messier record than a clean voluntary dissolution. Worse, an entity that is technically still open can keep accruing obligations and leave the door open to disputes. Filing the Certificate of Dissolution yourself ends it cleanly and on your terms.

Abandoning a Michigan LLC does not close it. It drifts out of good standing, can be administratively dissolved by the state, and may keep accruing obligations. A voluntary Certificate of Dissolution is the clean way out.

How Long Does a Michigan LLC Dissolution Take?

Standard processing at LARA runs about 10 business days from when they receive your Certificate of Dissolution, and Michigan offers expedited options if you need it faster. The filing itself is quick. What usually sets the real timeline is the winding-up work in front of it: closing accounts, paying final bills, and getting your final tax returns ready. Start those early and the state step is the easy part.

DissolveMyLLC, powered by Prodezk, prepares and files the Michigan Certificate of Dissolution and walks you through the final-return steps for $99 to $599 across all 50 states. Prodezk has served 15,000+ businesses over more than 24 years, so the goal is simple: close your Michigan LLC in the right order, with the paperwork to prove it was done correctly, and keep your liability shield intact on the way out.