Close This Chapter Cleanly with an Orlando Business Dissolution Attorney
Winding down a company is its own kind of work—and doing it wrong can follow you for years. As an Orlando, Florida business dissolution attorney, Keough Law helps you close your LLC or corporation the right way: authorized, filed, and free of loose ends.
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Walking away isn't the same as closing down
If you just stop operating, the entity keeps existing—racking up fees, filings, and potential liability. An improper wind-down can also expose owners personally if creditors aren't handled correctly.
A clean dissolution ends the obligations, protects the owners, and lets everyone move on without a lingering risk.
- An “abandoned” company keeps owing annual fees and reports.
- Creditors come after owners over improper distributions.
- A dispute with a co-owner stalls the entire wind-down.
- Tax and contract obligations are left unresolved.
How a clean dissolution works
Florida law sets out how to dissolve and wind up a company. We handle each step so nothing comes back to haunt you.
Authorize the dissolution
Owner or board approval as required by your operating agreement, bylaws, or Florida statute.
File with the state
Articles of dissolution filed with the Florida Division of Corporations to begin winding up.
Settle obligations
Notify creditors, pay or provide for debts and taxes, and resolve outstanding contracts.
Distribute & close
Distribute remaining assets to owners, close accounts, and complete final filings.
Voluntary or judicial
Voluntary dissolution
The owners agree to close. We handle the approvals, state filings, and wind-up so the company closes cleanly and on your timeline.
- Owner / board authorization
- Articles of dissolution
- Creditor notice and payment
- Final distributions and filings
Judicial dissolution
When owners can't agree, a court can order dissolution. This often arises out of deadlock or oppression—and overlaps with our business disputes work.
- Deadlock that paralyzes the company
- Oppression of a minority owner
- Fraud or serious misconduct
- Leverage for a fair buyout
Closing a chapter, handled with care
Whether you're selling, retiring, or simply moving on, we make the legal side of closing a business straightforward—so you can focus on what's next.
“We engaged him to help draft a contract for the sale of our small business. The process went smoothly and professionally, and the advice we received was good. Our sale has since been completed.”
RJ Mungall
Business Sale
Business dissolution questions
What is business dissolution?
Dissolution is the formal process of closing a business entity—an LLC or corporation—and ending its legal existence. It involves authorizing the closure, filing articles of dissolution with the State of Florida, winding up the company’s affairs, paying creditors, and distributing what’s left to the owners.
What’s the difference between voluntary and judicial dissolution?
Voluntary dissolution happens when the owners decide to close and follow the steps in their governing documents and Florida law. Judicial dissolution is ordered by a court—often when owners are deadlocked, a majority is acting oppressively, or the business can no longer operate. We handle both.
Why can’t I just stop operating and walk away?
Because the entity keeps existing—and accruing obligations like annual reports, fees, and potential liabilities—until it’s formally dissolved. Walking away can expose owners to personal risk, administrative dissolution, and unresolved creditor claims. Proper dissolution closes those doors.
What happens to the company’s debts when it dissolves?
Debts don’t simply vanish. Florida law requires winding up: notifying creditors, paying or making provision for known and potential claims, and handling taxes before distributing assets to owners. Doing this correctly protects owners from later claims that distributions were improper.
Can dissolution help resolve a partner dispute?
Sometimes. When owners are deadlocked or one is being frozen out, dissolution—or the credible threat of judicial dissolution—can be the leverage that produces a fair buyout. We often pair dissolution strategy with our business disputes work.
How long does it take to dissolve a business in Florida?
The state filing itself is quick, but the full process depends on winding up—settling debts, resolving contracts, and distributing assets. Simple companies can close in weeks; those with creditors, disputes, or complex assets take longer. We map a realistic timeline at the outset.
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what you've built?
Schedule a free, confidential consultation. We'll talk through your situation and figure out the right next step together.