Office of the Secretary of the State

In order to practice social distancing and slow the spread of the novel coronavirus (COVID-19), public access to our building, 165 Capitol Avenue, will be restricted. Although in-person interactions will be limited, our office staff will be available via email as normal. For the Business Services Division email CRD@ct.gov and for the Legislative & Elections Administration Division email LEAD@ct.gov. We apologize for the inconvenience and hope to return to normal business as soon as the immediate threat to public health has subsided.

Dissolution (Closing a Business)

Many people believe that a business is automatically closed if it does not earn any money or does not make any filings for several years, but this is not correct.  Except for trade names (d/b/a’s), a business is not closed unless it files a dissolution on our records.  So if you received an annual report reminder from our office, your business entity is still active and may still be subject to the business entity tax until a dissolution is filed. Please note that “dissolution” is the term used for domestic LLCs, stock and nonstock corporations, but depending on your entity type, the document you may need to file could be called a “cancellation” “withdrawal” or “renunciation.”

 

Here are the steps to file a dissolution and there is no charge for this transaction.

 

  1. Go here to enter our online filing system, Concord
  2. Select “Acknowledge”
  3. Select “Sign-In to Your Account or Create New Account”
  4. Create a User Account and Login
  5. Select “File Dissolution/Withdrawal/Cancellation”
  6. Search/Find the business
  7. Choose “YES” at the Question “Are you sure you want to file a Certificate of Dissolution”
  8. Select “Continue”
  9. Enter name and capacity (leave effective date blank and dissolution will be effective upon filing)
  10. Select “Continue”
  11. Select “File Certificate of Dissolution”

Once you have successfully filed the dissolution, the business is dissolved.  There is no additional review by our office.  Connecticut law does not require dissolved business entities to file past due annual reports.