Winding Up: 5 Steps to Close a Business in Florida

Close a Business in FloridaA viable business earns at least three times its costs, and is not tied to a high-performing individual. If a business stops producing enough revenue to make it worthwhile to continue, an owner has no choice but to close. Much like forming a new corporate entity, closing, or “winding up” has specific requirements to ensure that the ownership will not be responsible for the business’s obligations. Here are five steps to close a business in Florida.

Five Steps to Close a Business in Florida

1. Notify your business lawyer.

The first person you will want to tell about your decision is your business lawyer. Notify your lawyer and ask if there are any rules specific to your business entity for dissolution. For example, a business with several owners will need to follow some different steps than a business with only one owner. Your lawyer will be able to advise you on how to proceed.

2. Call a meeting of your shareholders.

If you have shareholders, you need to hold a meeting to notify them of your intent to close your business. In this meeting, your board will put the issue up for a vote, and each shareholder will have a say about whether or not you should close. In order to continue with closing your business, a majority of the shareholders have to agree that you should close. The company’s formational documents will contain a section with rules on how to dissolve the company.

3. Find your proper Articles of Dissolution paperwork.

Different business situations require different paperwork to close and dissolve the business. These papers are called Articles of Dissolution. You can either fill these forms out and submit them online or you can print the forms, fill them out, and mail them in.

If your business has not issued shares or started doing business, you want to use the form conforming to Section 607.1401 of the Florida statutes. All other businesses should use the form conforming to Section 607.1403. These forms can be found on the website for the Florida Department of State, Division of Corporations.

You want to ensure the correct papers are filled out, so it’s best to speak with a professional. Your lawyer will be able to tell you exactly which form to fill out. Read How to Hire a Lawyer for your Business

4. Give notice to employees, vendors, creditors and other claimants

In an insolvency situation, the leadership of a company must sell any assets that the company has to cover debts. Vendors and clients must be notified and arrangements made to complete any contracts and pay any outstanding invoices or fees, including outstanding sales taxes. Business credit cards must be cancelled and bank accounts must be closed. Lease agreements must be terminated as well as contracts with local utilities.

5. Pay your filing fee.

Once you have your correct form filled out and any additional paperwork gathered, your last step is to pay the filing fee. This can be done through the Florida Department of State, Division of Corporations website.

Do You Need Help Closing Your Florida Business?

If you are thinking of closing your Florida business, you want to ensure that it is done correctly. J. Muir & Associates can help. Our qualified attorneys are happy to answer any questions you may have about the closing process, and we would be glad to help walk you through the closing process. Give us a call today at 786-533-1100 or contact us online to learn what we can do for you.

Miami Business Lawyer here in J.Muir and Associates is the best lawyer in Miami FL.

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Author Bio

Jane Muir

Jane Muir is a Shareholder and Managing Partner of J. Muir & Associates, a Miami business law firm she founded in 2018. With more than 13 years of experience in business, she is dedicated to representing clients in a wide range of legal areas, including business litigation, contracts, corporate formation, insolvency, nonprofits, partnership disputes, and other business law matters.

Jane received her Juris Doctor from the University of Miami School of Law and is a member of the Dade County Bar Association and Coral Gables Bar Association. She has received numerous accolades for her work, including being named among the “20 Under 40” in 2016 by Brickell Magazine. Super Lawyers named her a Rising Star from 2014–2019 and selected her for the Super Lawyers status.

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