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Before dissolving your Florida business, you must ensure that you have developed a clear, comprehensive exit strategy. Without proper planning, you may do serious damage to your financial interests, and possibly even end up in legal throughout the region, from issues involving business formation, to business litigation, to business dissolution. If you are considering dissolving your business, please do not hesitate to reach out to us today for immediate legal assistance.


Closing up your Clearwater, Florida business is not as easy as simply throwing up a ‘going out of business’ sign on your front door. There are many loose ends that you will need to tie up in order to protect yourself both financially and legally.

Of course, the exact steps that you will need to follow can vary dramatically depending on the exact nature of your business. Further, not all businesses end in the same manner. At our firm, we represent business and individual stakeholders in both voluntary business dissolutions and involuntary business dissolutions. No matter the legal form of your business, our team can help. We assist all types of Florida businesses with dissolution issues, including:

  • Sole proprietorships;
  • General partnerships;
  • Limited partnerships;
  • Limited liability companies (LLCs); and
  • Corporations.


  • Sole proprietorships

Unless you have a sole proprietorship, you will need to file dissolution papers with the state of Florida. Articles of dissolution must be filed under the guidelines established by the relevant state statute. For example, partnerships must file dissolution papers in accordance with the Florida Revised Uniform Limited Partnership Act of 2005 , whereas corporations must do so in accordance with the Florida Business Corporations Act , and LLCs should dissolve under the Florida Revised Limited Liability Company Act. You should also look into to cancelling any outstanding licenses or permits that you may have from federal, state or local government agencies.

  • Notifying Tax Agencies

When you file for dissolution, your business will likely still have some outstanding tax liabilities. It is critically important that all tax issues are properly handled. First, you should notify the Internal Revenue Service (IRS), the Florida Department of Revenue and any other state or local tax agencies to which your company may owe money that your business is shutting down. Tax issues can be incredibly complicated, and while the IRS provides a general guide for those who are dissolving a business, it is best to always work through a contracts Lawyer.

  • Notifying Affected parties and Settling Debts

No matter your business form, you have a legal obligation to notify your creditors (and other affected parties) that your company is shutting down. To be clear, this means that you should take proactive steps to reach out to:

  • Lenders;
  • Insurance companies;
  • Suppliers;
  • Vendors; and
  • Other service providers.

This part of the process is often referred to as ‘winding up the business’. The failure to take the proper measures during this part of the dissolution process could result in your company facing a lawsuit. Certainly, a lawsuit is the last thing any business owner wants to deal with after closing down their company.

Once you notify creditors and suppliers, you should expect to receive notification of any remaining claims. With your other business partners, you can inspect these claims in order to determine whether or not they are valid. If you decide to reject any creditor or supplier claim, you should be sure to consult with an attorney immediately.

  • Dividing Assets and Liabilities

Finally, the last steps of dissolving a business are to sell off the remaining assets, and then to conduct distributions to all stakeholders. In many cases, this part of the process can become highly complex. Even if the business dissolution is fully voluntary, intense disputes can arise between stakeholders, who might not agree on how the remaining assets should be used or distributed. If you are having any trouble with making final distributions, a Clearwater business law attorney can help. Indeed, once a shareholder dispute arises, it is imperative that you seek individual legal assistance as soon as possible. Do not let your rights or interests take a back seat.


At Clearwater Business Law, our experienced legal team has considerable experience handling business dissolution cases. To request your initial business law consultation, please call us today at (727) 785-5100. We proudly serve businesses and individuals in Clearwater and the surrounding communities, including in Palm Harbor, Tarpon Springs, New Port Richey, Safety Harbor and Dunedin.

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