Clear guide to filing Missouri LLC Articles of Termination, including requirements, signatures, fees, and steps to complete your LLC dissolution smoothly.
Filing Requirements Guide Missouri LLC Articles of Termination
The Missouri Articles of Termination require complete and accurate information to ensure the Secretary of State can properly authenticate and dissolve the LLC. The form includes fields for entity identification, previous filings, effective dates, and additional matters relevant to the LLC’s dissolution.
Articles of Termination in Missouri
The Articles of Termination for a Missouri Limited Liability Company serve as the formal document used to notify the Secretary of State of Missouri that the LLC is ending its existence. The form requires essential details, an affirmation under penalties of law, and signatures from authorized individuals. Once filed and accepted, the termination becomes part of the LLC’s official state record, completing the dissolution process.
Required Information for the Articles of Termination Form
The form requires several core pieces of information to identify the LLC and document the basis for its termination. These details ensure that the correct entity is being dissolved and that all steps required by Missouri law have been completed.
1. Name of the Limited Liability Company and Charter Number
The form requires the name of the limited liability company along with its Charter #, which uniquely identifies the LLC in Missouri’s business database. Providing the exact name and charter number ensures the Secretary of State is terminating the correct business entity and maintaining accurate public records.
2. Date Articles of Organization Were Filed
The filer must provide the date the LLC’s articles of organization were filed with the Secretary of State. This information verifies when the LLC was officially established and confirms its legal history before termination. Accurate reporting of this date is necessary for proper state recordkeeping.
3. Reason for Filing Articles of Termination
The form requires a statement explaining the reason for filing articles of termination. This field allows the LLC to specify the purpose for ending its existence, such as completion of business operations or other relevant circumstances. Providing a clear reason supports transparency and proper documentation.
4. Effective Date
The effective date of the Articles of Termination is the date the document is filed by the Secretary of State, unless the LLC specifies a future effective date. The form notes that any future date may not be more than 90 days after the filing date, ensuring the dissolution becomes effective within a reasonable and legally permitted timeframe.
5. Notice of Merger, Consolidation, or Winding Up
If applicable, the form asks for the Month/Day/Year when a notice of merger, consolidation, or a notice of winding up disclosing the dissolution was filed with the Secretary of State. This section documents any prior filings that relate to the LLC’s termination and ensures that earlier steps in the dissolution process have been properly completed.
6. Other Matters
The form includes a section labeled “Any other matters”, providing space for the LLC to include additional information relevant to its termination. This allows filers to disclose any extra facts or clarifications needed to complete the dissolution record.
Required Affirmation and Legal Acknowledgment
- The signer must affirm that “the facts stated above are true and correct”
This affirmation is required at the end of the Articles of Termination form and confirms that all information submitted is accurate. The signer acknowledges that the details provided reflect the LLC’s true status and termination facts.
- The form warns that false statements are subject to penalties under Section 575.040, RSMo
The document explicitly states that making false statements may result in penalties under Section 575.040, RSMo, which governs criminal liability for submitting untrue information. This warning reinforces the legal seriousness of completing the form truthfully.
- The affirmation applies to the individual signing the document
The signer is personally responsible for the truthfulness of the filing and is legally accountable for all statements made. This ensures that only qualified and responsible parties complete the termination process. An authorized signer may be a member, manager, or another individual formally granted authority.
- A member is an owner of the LLC and typically has the right to approve major decisions, including dissolution, based on the operating agreement or state law.
- A manager is appointed to handle the LLC’s day-to-day operations and may sign dissolution documents if the operating agreement grants that authority.
- An authorized individual is someone given explicit permission through an internal resolution or written authorization to sign on behalf of the LLC.
Ensuring the correct signer affirms the filing helps prevent delays and maintains legal compliance.
- The affirmation supports the accuracy and integrity of Missouri LLC records
By requiring truthful affirmation, the Secretary of State maintains reliable corporate records and ensures that the dissolution of the LLC is legally valid and accurately documented.
Signature Requirements
- The form provides space for up to three Authorized Signatures
This allows multiple individuals with proper authority to sign the document, ensuring that all required parties can participate in approving the termination. The structure supports clear representation of the LLC’s decision-makers.
- Each signer must provide their signature, printed name, and date
These fields confirm the identity of each authorized individual and record the date on which they approved the termination. This helps establish a clear timeline for the dissolution.
- Signatures confirm approval by individuals with proper authority
By signing the form, each individual certifies that the termination is authorized and legitimate. This prevents unauthorized persons from dissolving an LLC.
- Authorized signatures validate the accuracy and authenticity of the filing
The inclusion of multiple signature lines helps the Secretary of State verify that the filing represents the true intent of the LLC and has been submitted by responsible representatives.
Return Mailing Information
- The filer must provide the name and address for returning the filed document
This section ensures that once processed, the approved Articles of Termination are sent back to the correct individual or business. Accurate entry of this information prevents mailing errors.
- Required fields include Name, Address, City, State, and Zip Code
These fields must be completed fully to allow the Secretary of State to mail the finalized document to the right location. Clear and complete details support efficient processing.
- This information ensures proper delivery of official termination records
The return mailing section helps the state send confirmation documents and maintain accurate communication with the filer. It is a necessary part of the filing process.
- Accurate return information helps close the dissolution process smoothly
Providing the correct mailing address ensures the filer receives the finalized paperwork promptly, completing the LLC termination without delays.
Conclusion
By providing accurate information, proper authorized signatures, and complete return mailing details, an LLC can finalize its termination with the Missouri Secretary of State. However, any errors or missing details can delay approval and require resubmission.
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