How to Dissolve an LLC in Arkansas: Complete 2026 Guide

How to Form an LLC: Step-by-Step

1. 1

   Vote to Dissolve

   Read the dissolution clause in your operating agreement first, because it controls. It normally sets the percentage of membership interests or the number of members needed to approve winding up, and it may require notice of the meeting or a particular form of written consent. If the agreement is silent, written consent from every member is the safe course rather than a guess at a default threshold, since a dissolution approved by too few members can be attacked later. Note the date of the election to dissolve on the resolution itself, because Arkansas measures a rescission window from that date under Ark. Code 4-38-703.

   Pro tip: Arkansas gives you a genuine change-of-mind period. A dissolution may be rescinded within 120 days of the election to dissolve, provided every member consents to the rescission and the LLC files a statement of rescission with the Secretary of State. If the members are split, the resolution date is worth recording precisely rather than approximately.
2. 2

   File Statement of Dissolution (Form LL-04) with the Arkansas Secretary of State

   The Statement of Dissolution (Form LL-04) goes to the Secretary of State Business and Commercial Services division under the Arkansas Uniform Limited Liability Company Act, Ark. Code Title 4, Chapter 38. The fee is $50 if you file by mail and $45 if you file online at sos-corpfilings.ark.org. One condition sits alongside it: a Final Franchise Tax Report must be filed with or before the Statement of Dissolution, and all franchise taxes must be current, so franchise-tax obligations are part of the dissolution rather than a separate errand. Arkansas does not publish a fixed turnaround, so treat processing time as variable. Forms and current fees are at https://www.sos.arkansas.gov/business-commercial-services-bcs/forms-fees/llc.

   Pro tip: File online where you can. It saves five dollars against the mail fee, and it gives you an immediate record of submission rather than a guess about where the envelope is.
3. 3

   Notify Creditors and Settle Debts

   Arkansas' procedure for known claims against a dissolved LLC, Ark. Code 4-38-704, requires a claim deadline of not less than 120 days. That is the figure the statute names, and the practical reading is to notify every known creditor in writing and allow the full 120 days rather than compressing it. Write to lenders, landlords, suppliers, subcontractors, and any professional on a retainer. Arkansas does not require newspaper publication of a dissolution notice, so do not buy advertising you were never asked for. Pay legitimate debts, or reserve funds for them, before any money reaches the members.

   Pro tip: Send creditor notices by a method that produces a delivery record. If a creditor later argues that nothing ever arrived, the receipt is what settles the question.
4. 4

   Close Arkansas State Tax Accounts

   Arkansas does not require a tax clearance certificate to dissolve an LLC voluntarily, and no certificate from the Department of Finance and Administration is part of the process. Ark. Code 4-38-709 sets one financial condition on dissolution: the LLC must have paid all fees, taxes, interest, and penalties due to the Secretary of State. That office also administers the franchise tax, which returned to it under Act 523 of 2021, so the money goes to the same place as the filing. In practice this means a Final Franchise Tax Report filed with or before the Statement of Dissolution, with the franchise tax current. Arkansas' franchise tax for an LLC is a flat $150 a year, so the $150 you send with the report is the tax itself, not a charge for filing the report, and it is separate from the dissolution filing fee. Beyond that, file final returns for any other state tax registrations the LLC holds and close each one.

   Pro tip: The Final Franchise Tax Report and the Statement of Dissolution are best prepared together. Sending the dissolution in first, before the franchise position is current, is the usual reason an Arkansas filing comes back.
5. 5

   Deactivate Your EIN with the IRS

   The IRS cannot cancel an EIN, but it can deactivate it once any outstanding returns are filed and taxes owed are paid. See the FAQ below for the letter and mailing addresses. File the final federal return first: Form 1065 for a multi-member LLC taxed as a partnership, or a corporate return (Form 1120 or 1120-S) if the LLC elected corporate treatment, each with the final return box checked, or the owner's return for a single-member LLC that never elected corporate treatment.

   Pro tip: Send the deactivation letter after the final return has been filed, not before.
6. 6

   Distribute Remaining Assets to Members

   Members are paid last. Follow the order in your operating agreement, and where it is silent the sequence runs creditors first, then anything owed to a member acting as a creditor such as a documented member loan, then the members' remaining interests. In most Arkansas LLCs that final tier tracks each member's ownership percentage unless the agreement splits distributions on some other basis. Do not distribute while a creditor claim is still live inside the 120-day period, and do not distribute the money you will need for the final franchise tax. A distribution paid over an unpaid debt is the quickest route to a member being pursued personally for money the LLC owed.

   Pro tip: Value non-cash assets before you hand them over. A vehicle, a domain name, or a piece of equipment transferred at an invented figure creates a tax problem for the member who receives it.
7. 7

   Confirm Dissolution is Complete

   Filing is not the finish line. Check the Secretary of State's business entity search until the record reflects the dissolution, and keep the confirmation the office returns to you. Then assemble one file holding the filed Statement of Dissolution, the Final Franchise Tax Report, the dissolution resolution with its dated election to dissolve, the creditor notices and their delivery receipts, the final federal and state returns, and the schedule showing what each member received. Those papers are what answer a question from a bank, a former creditor, or a tax examiner two years from now, long after everyone's memory of the details has gone.

   Pro tip: Take a dated screenshot of the dissolved status in the state's entity search. It costs nothing, it is available immediately, and it is often all a bank needs to close the business account.

Winding-Up Checklist

• Cancel all Arkansas business licenses and permits

  Arkansas licensing sits with cities and counties as well as state agencies and professional boards, so cancel each one with the office that issued it. A license left open simply renews, and the invoice arrives for a business that no longer exists.

• Close business bank accounts

  Close the LLC's accounts only after the last creditor payment has cleared, the franchise tax report is paid, and member distributions are complete. Ask for written confirmation of closure and keep the final statement.

• Cancel business insurance policies

  Give each carrier the dissolution date and ask for cancellation effective then. Unearned premium is often refundable, and a claims-made policy may need tail coverage if you want protection for work the LLC already performed.

• Notify vendors, suppliers, and customers in writing

  Write to every open account with the dissolution date, instructions for final invoices, and where to send them. Auto-renewing software, freight, and marketing contracts are the ones that keep billing long after the doors close.

• File final payroll tax returns and W-2s (if you had employees)

  File the final federal payroll returns along with your final Arkansas withholding and unemployment filings, then issue W-2s to everyone who worked for the LLC during the year. Close the payroll registrations as well, because a final return on its own does not shut them.

• Retain business records per Arkansas retention requirements

  Arkansas does not publish one retention period covering every document, so keep the core set: formation papers, the operating agreement, the filed Statement of Dissolution, the Final Franchise Tax Report, tax returns, and the financial records behind them. Many owners keep the dissolution file permanently.