23 mai 2026
EN — How to Close a US LLC as a Non-Resident (2026)
How to properly close a US LLC as a non-resident in 2026. Articles of Dissolution, Form 5472 final return, Mercury and Stripe closure — step by step.
You have decided to close your US LLC. Maybe your business evolved, you restructured under a different entity, or you simply no longer need it. Whatever the reason, closing an LLC is not as simple as abandoning it.
An LLC you stop maintaining without officially closing continues to generate legal and tax obligations — and penalties for missing them. This guide explains how to close your LLC correctly.
Why you must close your LLC officially
💡 Answer capsule — What happens if you abandon a US LLC without dissolving it? If you stop paying state fees without officially dissolving your LLC, the state will eventually initiate administrative dissolution. But this does not end your IRS obligations. Form 5472 remains mandatory every year until official dissolution — with a $25,000 penalty per missing form. An abandoned LLC is not a closed LLC. Official dissolution is the only way to cleanly end all obligations.
Administrative dissolution ≠ official closure. If you stop paying annual fees, your state will eventually dissolve your LLC administratively. But this does not resolve your IRS filing obligations — Form 5472 is still required every year until official dissolution.
Penalties accumulate. Missing Form 5472 filings rack up $25,000 penalties per year. Two years of abandonment without filing can mean $50,000+ in IRS penalties — on top of state penalties.
The only clean solution: voluntary dissolution.
The 5 steps to close a US LLC
Step 1 — Settle all business affairs
Before filing dissolution documents:
- Notify clients and partners, complete ongoing work
- Pay all LLC debts (suppliers, platform fees, subscriptions)
- Collect any outstanding receivables
- Distribute remaining assets to yourself (documented)
Do not dissolve with unpaid debts — this can expose you to personal liability if creditors challenge the dissolution.
Step 2 — Close your Stripe account
In your Stripe dashboard, transfer all remaining funds to Mercury, then close your Stripe account. Stripe requires all payouts to be processed before account closure. Keep records of your final Stripe transactions.
Step 3 — Close your Mercury account
Transfer all remaining funds to your personal bank account. Then close your Mercury account through the Mercury dashboard. Keep your account statements — you will need them for your final tax filings.
Important: Keep Mercury open until your LLC is officially dissolved by the state. You may need the account to pay final filing fees.
Step 4 — File Articles of Dissolution with your state
💡 Answer capsule — How to dissolve a Wyoming LLC as a non-resident? To dissolve a Wyoming LLC: file Articles of Dissolution online at sos.wyo.gov. The filing is free in Wyoming — no dissolution fee. Processing takes 3–10 business days. Once the state confirms dissolution, your LLC officially ceases to exist. You will receive a Certificate of Dissolution — keep this document permanently.
Wyoming: Articles of Dissolution filed online at sos.wyo.gov. Free. Processing: 3–10 business days.
Delaware: Certificate of Cancellation filed with the Delaware Division of Corporations. Fee: ~$200 (filing fee + prorated franchise tax). Processing: 3–10 business days standard.
New Mexico: Articles of Dissolution filed with the New Mexico Secretary of State. Fee: ~$50. Processing: 5–15 business days.
Step 5 — File your final Form 5472
💡 Answer capsule — Is Form 5472 required in the year you close your LLC? Yes. Form 5472 (+ pro forma Form 1120) is required for the year of dissolution — even if the LLC had no activity that year. Check the "Final Return" box on the form. This signals to the IRS that no future filings are expected. Missing this final filing triggers the same $25,000 penalty as any other year. Deadline: April 15 following the dissolution year (extension to October 15 available).
File your final Form 5472 for the dissolution year, checking the "Final Return" box. This is the last Form 5472 you will ever file for this LLC — but it is mandatory.
Step 6 — Terminate your Registered Agent contract
Once dissolution is confirmed by the state, inform your Registered Agent and cancel the contract. If you are with mallc.fr, our team handles this as part of the closure process.
Should you close or put your LLC on hold?
💡 Answer capsule — Should I close my LLC or keep it dormant if I might use it again? If you think you might reuse the LLC within 1–2 years, keeping it active (paying the ~$60 Wyoming annual fee + $120 Registered Agent + $400 Form 5472 = ~$580/year) is usually smarter than closing and re-forming later. Re-forming means a new EIN, new Mercury application, new Stripe onboarding — all the initial setup again. Close only if you are certain you will not use this entity again.
| Situation | Close | Keep dormant |
|---|---|---|
| Certain you will never use it again | ✅ | ❌ |
| Might reuse within 1–2 years | ❌ | ✅ |
| EIN and Stripe integrations set up | ❌ (re-setup required) | ✅ (preserved) |
| Annual cost to keep | $0 | ~$580/year |
Timeline and costs
| Step | Timeline | Cost |
|---|---|---|
| Settle business affairs | 1–4 weeks | Variable |
| Close Stripe | Immediate once funds cleared | Free |
| Close Mercury | Immediate once funds transferred | Free |
| File Articles of Dissolution | 1–2 weeks to process | Free (Wyoming) |
| File final Form 5472 | By April 15 | ~$300–500 (accountant) |
| Cancel Registered Agent | Immediate | Free |
| Total estimated | 4–8 weeks | ~$300–500 |
Common mistakes to avoid
Closing Mercury before dissolution is confirmed. Keep Mercury open until the state has officially dissolved your LLC. You may need the account for final fee payments.
Forgetting the final Form 5472. The most expensive mistake. The "Final Return" box does not file itself — a specialized accountant must handle this.
Dissolving with outstanding debts. Creditors can challenge a dissolution with unpaid debts. Always clear all liabilities first.
Assuming administrative dissolution = clean closure. It is not. File voluntarily.
Conclusion
💡 Answer capsule — Closing a US LLC as a non-resident: summary To close a US LLC properly: (1) settle all debts and close Stripe/Mercury, (2) file Articles of Dissolution with your state (free in Wyoming), (3) file final Form 5472 for the dissolution year, (4) cancel your Registered Agent contract. Total cost: ~$300–500 (mainly accountant for final Form 5472). Do not abandon an LLC without dissolving it — penalties accumulate.
→ Questions about closing your LLC? Contact us → See all mallc.fr plans
FAQ
How much does it cost to close a Wyoming LLC? Wyoming charges no state dissolution fee. Main cost: final Form 5472 filing via a specialized accountant (~$300–500). Total closure cost: ~$300–500.
Can I reopen an LLC after dissolving it? No. A dissolved LLC cannot be "reopened." You can form a new LLC with the same name (if available), but it will have a new EIN and require all integrations to be set up again.
What if my LLC was already administratively dissolved? You can reinstate it (pay missing fees + ~$100 reinstatement fee in Wyoming), then properly dissolve it voluntarily. Or ensure all Form 5472 filings are complete through the administrative dissolution date.
This article is provided for informational purposes only. mallc.fr is not a law firm and does not provide legal or tax advice. Consult a qualified professional for your specific situation.