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Operating a Dissolved LLC

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paqman

Junior Member
What is the name of your state (only U.S. law)? Florida

What is the legallity and penalties (if any) of operating an LLC that has been administratively dissolved by the state?

How would taxes be paid and/or reorted in a case like this?

Thank youWhat is the name of your state (only U.S. law)?
 


tranquility

Senior Member
It depends.

Bottom line is you can't.

You can't file taxes through a dissolved LLC. You can't get limited liability with a dissolved LLC. You can't operate legally with a dissolved LLC. Depending on the facts, it could be fraud. Depending on the facts, it could be tax evasion. Depending on the facts it could be a lot of things.

Once an LLC is wound up, it's gone. It no longer exists as a legal entity.
 

davew128

Senior Member
You can't file taxes through a dissolved LLC.
Since when? Even if the LLC is administratively dissolved, for federal tax purposes Subchapter K still applies. I'd submit that the only thing that would change for tax purposes is that the entity files its 1065 as a general partnership rather than an LLC. There may or may not be differences to tax and liability allocations as a result, but any pooling of assets from different taxpayers not electing to be treated as an association will be considered a partnership.
 

tranquility

Senior Member
What if it was a single-member entity? Taxed as a corporation?

Who will sign the return? Who will be responsible?

It does not exist. I do agree it could very well be a partnership, that's why I said it depends.
 

paqman

Junior Member
I'm asking because of this:

I rented a condo for a year and when my lease was up the landlord did not return my deposit nor did he inform me as to why within the legally required time and manner (30 days/certified US Mail).

I took him to small claims court and had to sue not only the LLC, but all the registered agents as well (this guy and his wife). I looked up the LLC on the State's web site and found it had been dissolved for a couple of years (even before I signed the lease with them). I made out all of my rent checks to the LLC.

Anyways, this guy never showed up to court and I won by default, but he's still trying to dick me around over this. I would like to reopt him to the State (possibly to Department of Revenue) for continue to operate this LLC even though it has been dissolved
 

tranquility

Senior Member
It is likely the LLC was not wound up properly. You sued properly and won.

Your recourse is to collect the judgment. In your scenario, there is nothing more to do.
 

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