How much does it cost to dissolve a Georgia LLC?

The Certificate of Termination filing fee is $10 through eCorp online or by mail to the Corporations Division. Optional expedited service adds $100 (2 business days), $250 (same day), or $1,000 (1 hour) on top of the $10 base. If the annual registration is unpaid and it is after April 1, the $60 annual registration is also still owed.

How long does Georgia LLC dissolution take?

Online filings through eCorp typically process in 5 to 7 business days; paper filings mailed to Atlanta take about 15 business days. The $100 2-business-day tier is the cheapest paid expedite; faster tiers run $250 for same-day or $1,000 for 1-hour. Plan on a week to 10 days for the standard online route.

Do I need a tax clearance certificate in Georgia?

No. The Georgia Department of Revenue does not issue or require a tax clearance certificate before the Corporations Division will accept a Certificate of Termination. You still need to close sales tax, withholding, and any corporate income tax accounts through the Georgia Tax Center, but clearance is not a prerequisite to the $10 filing.

What vote is needed to dissolve a Georgia LLC?

Under Ga. Code Ann. Section 14-11-602, the default is written consent of all members if the operating agreement is silent. Your agreement controls, so pull it, follow the threshold, and document the vote in a written consent before filing. See the Georgia LLC formation page for more on the operating agreement framework.

Do I still owe the $60 annual registration after dissolution?

If the Certificate of Termination is filed and accepted before April 1 of the current year, the $60 annual registration for that year is not required. If dissolution happens on or after April 1, the registration is typically still owed for the current year because the filing window closed. File in Q1 to avoid the charge.

What happens if I just stop filing in Georgia?

The Corporations Division administratively dissolves the LLC for failure to file the annual registration by April 1 of the following year, but the $60 registration plus any catch-up fees keeps accruing on the record until the administrative action processes. Reinstating later costs more than a $10 voluntary termination would have, so file while the LLC is still in good standing.

Do I need to notify the IRS?

Yes. File a final federal return marked as the final return (Form 1065 for multi-member, Schedule C on Form 1040 for single-member, Form 1120 or 1120-S if taxed as a corporation), file IRS Form 966 within 30 days of the dissolution resolution if the LLC had C-corp treatment, and close the EIN by writing to the IRS. The IRS close-a-business page covers the federal checklist.

Dissolve a Georgia LLC: $10 Certificate of Termination

$10 Filing fee Certificate of Termination (CD 415)

Online or mail Filing path Expedite $100

7 business days online Approval time

Not required Tax clearance

The quick read on dissolving a Georgia LLC

At $10, Georgia's dissolution fee is below the national average of $46, closer to the free end of the spectrum. Georgia accepts the dissolution filing online or mail, with online approvals in about 7 business days. There is no formal tax clearance requirement, so the filing itself is the bottleneck rather than tax review.

Dissolution is a procedural filing, not a tax audit. The Secretary of State's job is limited to confirming the document is properly completed and the LLC is in good standing. What matters most for Georgia filers is the order of operations: vote, file, and close the federal side. Each step is simple individually; doing them out of order or skipping the federal step is what causes problems years later.

Dissolution steps in Georgia

The state-specific procedure, in order. Skip any step and the state's dissolution filing will be rejected or left incomplete.

Member vote to dissolve
Georgia's LLC statute calls for a per operating agreement member vote to dissolve, unless your operating agreement specifies a different threshold. Document the vote in meeting minutes or a written consent.
File the Certificate of Termination (CD 415) with Georgia Secretary of State, Corporations Division
Filing fee is $10. Online filing is available through the state portal. Mail filings are accepted. Paid expedite available for $100.
Close federal tax obligations with the IRS
File the final federal return, check the "final return" box, and file Form 966 if the LLC had C-corp tax treatment. Close the EIN by writing to the IRS. See the IRS close-a-business page for the full federal checklist.
Cancel other registrations
Sales tax permits, employer accounts, business licenses, fictitious-name registrations, and foreign-qualification filings in other states all need to be wound down separately from the LLC dissolution itself. The state won't do this automatically.

How this plays out in Georgia

Start with the member vote. Under Ga. Code Ann. Section 14-11-602, the default is written consent of all members if the operating agreement is silent. Document the vote in a written consent before filing.

File the Certificate of Termination (Form CD 415) with the Corporations Division through the eCorp portal at ecorp.sos.ga.gov. Online filings cost $10 and typically process in 5 to 7 business days. Mailed paper filings to Atlanta run about 15 business days. Georgia offers expedited service tiers at $100 (2 business days), $250 (same day), and $1,000 (1 hour) on top of the $10 base fee, but the standard online path is usually fast enough.

Close the state tax side separately. The Department of Revenue does not require a tax clearance certificate, but the LLC still needs to close sales tax, withholding, and any corporate income tax accounts through the Georgia Tax Center. LLCs that elected C-corp treatment must file a final corporate return; Georgia's corporate rate is 5.19% for 2025 per HB 111. Close the federal side last with a final federal return marked "final," IRS Form 966 if taxed as a corporation, and a written EIN closure request.

What a clean Georgia dissolution actually costs

The Secretary of State fee is rarely the biggest line item. For most Georgia LLC owners, the real cost is a combination of the filing fee, outstanding state tax, federal closure, and any foreign-LLC wind-downs in other states.

Cost component	Amount	Notes
Base Secretary of State filing	$10	Filed with Georgia Secretary of State, Corporations Division
Paid expedite (optional)	+$100	48-hour turnaround
Final federal return (DIY)	Free	Or $200 to $800 if a CPA prepares it
Foreign-LLC withdrawals (if any)	$10 to $125 per state	Each state where you qualified as foreign LLC

How Georgia compares to other states

At $10, Georgia's dissolution fee is below the national average of $46, closer to the free end of the spectrum. Across all 51 US jurisdictions, the median dissolution fee is $30 and the average is $46; fees cluster between $0 and $75, with Delaware and DC at the $220 top end. By fee ranking, Georgia sits at #6 from cheapest to most expensive.

Filing path matters as much as the fee. Georgia's online or mail dissolution process gives you flexibility: online for speed, mail as a backup when you need an original signature for another purpose. Georgia does not impose a formal tax clearance check, which shortens the overall timeline compared to states that do.

Requirements at a glance

Tax clearance required No clearance step required by state

Public notice required No publication requirement

Member vote standard per operating agreement

per operating agreement

Attorney required DIY filing permitted

Online filing https://ecorp.sos.ga.gov/

Yes

Mail filing Corporations Division, Georgia Secretary of State, 2 Martin Luther King Jr. Dr. SE, Suite 313 West Tower, Atlanta, GA 30334

Yes

Common pitfalls

The most common Georgia trap is the annual registration deadline. Georgia LLCs file an annual registration between January 1 and April 1 each year at $50 base plus $10 online service charge ($60 total). Miss April 1 and the LLC goes on a delinquency track that eventually leads to administrative dissolution. If dissolution is filed between April and December in the same year, the $60 annual registration is typically already due. File the Certificate of Termination before April 1 if you can, or file the annual registration first and then dissolve.

The second pitfall is the net worth tax confusion. Georgia's net worth tax under O.C.G.A. Section 48-13-70 applies only to C-corporations and to LLCs that elected corporate treatment. Pass-through LLCs owe no entity-level net worth tax, so there is no franchise-style balance to chase. But LLCs that did elect C-corp or S-corp treatment owe net worth tax on Georgia apportioned net worth until a final return is filed, and the amount is based on entity size rather than activity, so even a dormant LLC pays the minimum until closed with the Department of Revenue.

What happens after the state accepts your filing

Once the Corporations Division accepts the Certificate of Termination, the LLC is terminated under the Georgia LLC Act and the entity name is released. The $60 annual registration requirement stops. Members should complete winding up, pay creditors, and distribute remaining assets. File the LLC's final federal return for the year of dissolution, close the EIN with the IRS, and close any DOR tax accounts separately. Creditor claims survive against the LLC's remaining assets under Ga. Code Ann. Section 14-11-608 for up to three years, so keep books and bank records accessible through that window.

Documents and filings checklist

Written consent or meeting minutes
Record the member vote to dissolve. Keep with corporate records.
Certificate of Termination (CD 415)
Filed with $10 fee at Georgia Secretary of State, Corporations Division. Form PDF.
Final federal return
Form 1065 (multi-member), Schedule C on 1040 (single-member), or 1120/1120-S if corp-taxed. Check the "final return" box.
IRS Form 966
Only if the LLC had C-corp tax treatment. Due within 30 days of the dissolution resolution.
IRS EIN closure letter
Sent to the IRS requesting the EIN be closed. See the IRS close-a-business checklist.
State tax permit cancellations
Sales tax, employer withholding, unemployment insurance. Each is a separate filing with the state tax and labor agencies.
Foreign-LLC withdrawals
Certificate of Withdrawal filed with each state where the LLC was registered to do business as a foreign LLC.

Filing agency

Georgia Secretary of State, Corporations Division

Website: sos.ga.gov/georgia-corporations-division
Phone: (404) 656-2817
Mail: 2 Martin Luther King Jr. Dr. SE, Suite 313 West Tower, Atlanta, GA 30334
Hours: 8:00 AM to 5:30 PM Eastern, Monday to Friday

Frequently Asked Questions

How much does it cost to dissolve a Georgia LLC?

The Certificate of Termination filing fee is $10 through eCorp online or by mail to the Corporations Division. Optional expedited service adds $100 (2 business days), $250 (same day), or $1,000 (1 hour) on top of the $10 base. If the annual registration is unpaid and it is after April 1, the $60 annual registration is also still owed.
How long does Georgia LLC dissolution take?

Online filings through eCorp typically process in 5 to 7 business days; paper filings mailed to Atlanta take about 15 business days. The $100 2-business-day tier is the cheapest paid expedite; faster tiers run $250 for same-day or $1,000 for 1-hour. Plan on a week to 10 days for the standard online route.
Do I need a tax clearance certificate in Georgia?

No. The Georgia Department of Revenue does not issue or require a tax clearance certificate before the Corporations Division will accept a Certificate of Termination. You still need to close sales tax, withholding, and any corporate income tax accounts through the Georgia Tax Center, but clearance is not a prerequisite to the $10 filing.
What vote is needed to dissolve a Georgia LLC?

Under Ga. Code Ann. Section 14-11-602, the default is written consent of all members if the operating agreement is silent. Your agreement controls, so pull it, follow the threshold, and document the vote in a written consent before filing. See the Georgia LLC formation page for more on the operating agreement framework.
Do I still owe the $60 annual registration after dissolution?

If the Certificate of Termination is filed and accepted before April 1 of the current year, the $60 annual registration for that year is not required. If dissolution happens on or after April 1, the registration is typically still owed for the current year because the filing window closed. File in Q1 to avoid the charge.
What happens if I just stop filing in Georgia?

The Corporations Division administratively dissolves the LLC for failure to file the annual registration by April 1 of the following year, but the $60 registration plus any catch-up fees keeps accruing on the record until the administrative action processes. Reinstating later costs more than a $10 voluntary termination would have, so file while the LLC is still in good standing.
Do I need to notify the IRS?

Yes. File a final federal return marked as the final return (Form 1065 for multi-member, Schedule C on Form 1040 for single-member, Form 1120 or 1120-S if taxed as a corporation), file IRS Form 966 within 30 days of the dissolution resolution if the LLC had C-corp treatment, and close the EIN by writing to the IRS. The IRS close-a-business page covers the federal checklist.
How long does LLC dissolution take in Georgia?

Online filings are processed in about 7 business days through the state portal. Mail filings take about 15 business days once received. Paid expedite for $100 cuts processing to 48 hours.
Can I file the Certificate of Termination (CD 415) online?

Yes. Georgia accepts LLC dissolution filings online through the state portal. Mail is also accepted as an alternative.
What vote is required to dissolve a Georgia LLC?

Georgia's LLC statute specifies a per operating agreement member vote to dissolve, unless the operating agreement sets a different threshold. Most LLCs follow the statutory default. Document the vote in a written consent or meeting minutes before filing any dissolution paperwork.
Does dissolution close my federal tax obligations?

No. The Georgia Secretary of State does not notify the IRS. You have to close the federal side separately: file a final federal return marked as "final," file IRS Form 966 within 30 days if the LLC had C-corp tax treatment, and close the EIN by writing to the IRS. The EIN stays on file forever; closing it flags the entity as inactive so automated notices stop. See the IRS close-a-business page for the full federal checklist.
Will my LLC name become available for someone else to use after dissolution?

In most cases yes. Georgia typically releases the LLC name back to the general pool once the dissolution filing is accepted, and a third party can register a new entity under the same name shortly thereafter. If preserving the brand matters, keep a minimal LLC active or register the business name as a trademark.

Georgia LLC formationOpen the Georgia LLC guide →
All dissolution guidesBack to dissolution hub →
IRS close-a-business checklistFederal side of closing an LLC →

Sources

Filing fee: sos.ga.gov/how-to-guide/how-terminate-llc · verified April 21, 2026
Georgia Secretary of State Corporations Division fee schedule. LLC Certificate of Termination filing fee is $10 online or by mail. Authority: Ga. Code Ann. Section 14-11-208 and Section 14-11-610.
File online: ecorp.sos.ga.gov/ · verified April 21, 2026
Georgia eCorp portal accepts LLC Certificate of Termination filings. Standard online processing is typically 5 to 7 business days.
Tax clearance required: dor.georgia.gov/close-business · verified April 21, 2026
Georgia Department of Revenue does not require a tax clearance certificate before the Secretary of State accepts a Certificate of Termination. The LLC must close its sales tax, withholding, and corporate income tax accounts through the Georgia Tax Center.
Member vote standard: law.justia.com/codes/georgia/title-14/chapter-11/article-8/section-14-… · verified April 21, 2026
Ga. Code Ann. Section 14-11-602 (Georgia Limited Liability Company Act). LLC dissolves upon events specified in the operating agreement or articles; default rule requires the written consent of all members if the operating agreement is silent.
Expedited: sos.ga.gov/page/expedited-service · verified April 21, 2026
Georgia Corporations Division expedited service: 2-business-day service $100, same-day $250, 1-hour $1,000. Fees are in addition to the $10 base filing fee.
Irs closure url: www.irs.gov/businesses/small-businesses-self-employed/closing-a-busine… · verified April 21, 2026
IRS closing-a-business checklist covers final federal returns and EIN account closure.

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How to dissolve a Georgia LLC