How to dissolve a Delaware LLC from abroad: complete checklist

Step 1: Settle obligations

Close out all customer contracts; collect outstanding receivables. Pay all known LLC obligations (CPA fees, registered agent fees, any vendor invoices). Settle any contractor obligations.

Skipping this creates personal liability risk; § 18-507 of the Delaware LLC Act limits distributions when the LLC has unsettled obligations.

Step 2: Close bank accounts

Distribute remaining funds to yourself (the foreign owner). For non-resident-owned single-member LLCs, distributions are not separately US-taxed; the LLC is disregarded.

Close US bank accounts (Mercury, Relay, Wise). Keep records of final balances for tax filings.

Step 3: Final tax filings

File final Form 5472 + pro forma 1120 for the LLC's last tax year. Engage CPA for this; the final return has specific marking requirements. Cost: $500-$800 typically.

If LLC operated mid-year through cancellation date, the final return covers the partial year.

Step 4: File Certificate of Cancellation

File Certificate of Cancellation with Delaware. State fee: $200. Form available through Delaware Division of Corporations website. After Cancellation, the LLC no longer accrues franchise tax.

Cancellation is effective on the date filed (or specified future date if requested).

Step 5: Notify FinCEN of BOI changes

After dissolution, no further BOI reports are required, but the original BOI report stays on file. No additional FinCEN action needed unless ownership changed prior to dissolution.