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How to close (cancel) an LLC in California

Last checked against the official sites: October 31, 2026

An unused LLC keeps owing California's $800 tax every year until it's cancelled. Every step to close it properly: final returns, Secretary of State cancellation (no fee), sales tax, payroll, and the IRS.

An LLC owes California's $800 tax every year, even with no business, until it's cancelled with the Secretary of State. Unpaid years add penalties.

Step by step

  1. 1

    Pay employees' final wages If it applies

    On the last day of business (set by law).

    When you lay off or let employees go, California says their final wages are due immediately, on their last day (Labor Code 201). Late final pay can bring a penalty of up to 30 days of wages. Also give employees information about unemployment benefits from EDD.

    Official page ↗
  2. 2

    Check "final" on your last returns

    When you stop doing business.

    • California return (Form 568 for an LLC, Form 100 or 100S for a corporation): check the Final Return box and write "final" at the top of the first page. • Federal return (Form 1065, 1120, or 1120-S): check the final return box near the top of the first page. • Payroll: on your last Form 941, check that the business closed and enter the date of final wages; on Form 940, check box d. Give each employee a W-2. • Sales tax: your final return reports sales through your closing date, including any sale of furniture, fixtures, or equipment. • Paid contractors this year? Send them 1099-NEC forms as usual.

    Official page ↗
  3. 3

    File final payroll reports and close your EDD account If it applies

    Within 10 days of the last day of business (set by law or the agency).

    EDD says that when you close and won't pay wages in later quarters, your final payroll tax deposit, quarterly return, and wage report are due within 10 days, whatever the usual due dates. File those first, then close the account in e-Services for Business (Account Management, then Close Account) with the closing date and the date you last paid wages. Might hire again later? Don't close it; file "no payroll" reports each quarter instead.

    Official page ↗
  4. 4

    Close your seller's permit If it applies

    Dulybook suggests about 30 days after the last day of business.

    In CDTFA Online Services, select your account, then under I Want To choose More, then Account Closure, and enter the exact closing date. Your final sales tax return is due on its regular date (if you file yearly, by the due date of the quarterly return for the quarter you close). Closing the account doesn't cancel any tax still owed.

    Official page ↗
  5. 5

    Cancel your LA business tax registration If it applies

    Dulybook suggests about 30 days after the last day of business.

    Send the Office of Finance a letter or its Taxpayer Information Update Form (by email to Finance.customerservice@lacity.org, by mail, or in person) to cancel your Tax Registration Certificate. Ask whether a final business tax return or any balance is still due.

    Official page ↗
  6. 6

    File a Statement of Abandonment for your DBA If it applies

    Dulybook suggests about 30 days after the last day of business.

    When you stop using your fictitious business name, file a Statement of Abandonment with the county where you filed it. In Los Angeles County, follow the Registrar-Recorder/County Clerk's instructions for fictitious business names.

    Official page ↗
  7. 7

    Check FTB's relief for businesses with no assets

    Dulybook suggests about 30 days after the last day of business.

    If the business has been registered for more than 12 months, stopped doing business (or never did any), and has no assets, it can ask FTB for voluntary administrative cancellation (LLC) or dissolution (corporation) in MyFTB (Submit an Administrative Dissolution Application) or with Form FTB 3716 PC (LLC) or 3715 PC (corporation). Once the Secretary of State cancels or dissolves it, FTB may remove unpaid qualified taxes, interest, fees, and penalties. It doesn't forgive what was owed from before the business stopped, and FTB can charge a 50% penalty if the business keeps operating or has assets it didn't disclose. You still file with the Secretary of State.

    Official page ↗
  8. 8

    Cancel your LLC with the Secretary of State

    Dulybook suggests about 90 days after the last day of business.

    On bizfile Online, file your LLC's termination: a Certificate of Cancellation, plus a Certificate of Dissolution unless all members voted to dissolve. There's no filing fee. FTB's rule: file it within 12 months after you file your final California return, and stop doing business in California. Until the LLC is cancelled, its $800 yearly tax keeps coming due, even with no business. Formed less than a year ago? The short form (LLC-4/8) may fit; FTB says an LLC cancelled that way within one year of organizing isn't subject to the $800 tax for its first tax year. Read the form's conditions, like no debts. If the LLC is suspended, it has to be revived first. Mark this done once the Secretary of State accepts it, and Dulybook stops the LLC's yearly deadlines.

    Official page ↗
  9. 9

    Close your IRS business account

    Dulybook suggests about 120 days after the last day of business.

    After all your final federal returns are filed, mail the IRS a letter with the business's legal name, EIN, address, and the reason you're closing, plus a copy of your EIN letter if you have it. The IRS won't close the account until every return is filed. The irs.gov page has the address. The EIN stays assigned to the business.

    Official page ↗
  10. 10

    Close bank accounts, licenses, and permits

    Dulybook suggests about 60 days after the last day of business.

    FTB's list of other steps: tell creditors, vendors, clients, and employees you're closing; close business bank accounts and credit cards once the last payments clear; and cancel licenses and permits. You can also post that the business has closed.

    Official page ↗

Closing a business can have tax effects, like selling equipment or paying out what's left to the owners. A tax professional or lawyer can help with your situation.

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  • How to file a California Statement of Information

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