Updated August 12, 2026. Quick answer. To dissolve an LLC in New Mexico you file the Articles of Dissolution (NMSA 1978 § 53-19-41), and it can be filed online only. Fee: $25. New Mexico requires no tax-clearance certificate to accept the filing. Until that filing is accepted the LLC still legally exists — and whatever New Mexico charges an LLC each year keeps accruing against it.
What you file in New Mexico, and what it costs
| Item | Detail |
|---|---|
| Filing | Articles of Dissolution (NMSA 1978 § 53-19-41), filed with the NM Secretary of State — online only, through the Business Portal at enterprise.sos.nm.gov (Forms tab after login); no numbered paper form |
| Fee | $25 |
| How you can file | online — Online only, per the SOS’s own statement that paper filings are no longer accepted for any business application; portal is enterprise.sos.nm.gov. |
| Tax clearance | not required |
| Statute | NMSA 1978 §§ 53-19-39 (dissolution events), 53-19-41 (articles of dissolution), 53-19-42 (winding up authority), 53-19-63(D) (fee), 53-19-66.1 and 53-19-66.2 (administrative revocation and reinstatement) |
SOS Business Services page: ‘All business filings have moved to online process. We will no longer accept paper filings for any business applications.’ Required contents per § 53-19-41(B): LLC name, dates of filing articles of organization and amendments, the event causing dissolution (§ 53-19-39), delayed effective date if any, name/address of each person authorized to wind up, confirmation the LLC has resigned as/is not a registered agent for any NM entity, and court-supervision status. Signed by the persons with winding-up authority under § 53-19-42(A).
On the fee. NMSA 1978 § 53-19-63(D): ‘for filing articles of dissolution or revocation of dissolution, twenty-five dollars ($25.00).’
Tax clearance in New Mexico
No tax-clearance certificate is required to file in New Mexico. That is not the same as owing nothing — it means the state will accept the filing without a revenue-agency sign-off first.
Negative verified from § 53-19-41’s exhaustive contents list for articles of dissolution — no tax-clearance condition — and the Taxation & Revenue Department’s Close My Business guidance, which treats account closure as the owner’s separate step. TRD offers an optional Letter of Good Standing, and a SUCCESSOR/purchaser may request a Certificate of No Tax Due via Form ACD-31096; neither is a filing precondition at the SOS.
Do not just walk away
Closing the business is not closing the entity. Minimal at the SOS — NM LLCs file no annual reports, so no state filing fees accrue; the only administrative-revocation triggers are registered-agent failures; TRD keeps expecting GRT returns until the tax account is closed
NMSA 1978 § 53-19-66.1: an LLC may be revoked if it ‘has failed for a period of thirty days to appoint and maintain a registered agent’ or failed for 30 days to file a statement of change of registered office/agent. Reinstatement application allowed within two years of the revocation effective date (§ 53-19-66.2). No accruing late fees or personal-liability consequences are stated in the LLC Act; the practical cost of walking away is unfiled-return delinquency notices from TRD on an open GRT account.
Closing the tax accounts
Close the business tax (GRT/CRS) registration in TAP (account > More Account Options > Manage My Account > Close Account) or submit the ACD-31015 Business Tax Registration update to [email protected] with a Closed status and effective date; file final gross receipts/withholding returns; optionally request a Letter of Good Standing
Per TRD’s ‘How do I close my tax account?’ and ‘Close My Business’ pages (tax.newmexico.gov). Only account administrators may close a TAP account. NM LLCs not taxed as corporations owe no corporate franchise tax, so there is no final franchise return.
Before you file
- The order the steps go in — internal decision, creditors and distributions, the state filing, the final returns, then the registrations you are still paying for.
- What an LLC costs to keep alive in New Mexico — the bill that keeps running until this filing lands.
- What dissolution costs in all 51 jurisdictions — the fee, the filing route and the tax-clearance flag, side by side.
- What happens if you simply stop filing — administrative dissolution is the walk-away trap happening to you rather than by you.
We do not form or dissolve LLCs, sell filing services, or take a commission from anyone who does. No advertising appears on this page and we earn nothing from it.
Sources and limits
NMSA 1978 §§ 53-19-39 (dissolution events), 53-19-41 (articles of dissolution), 53-19-42 (winding up authority), 53-19-63(D) (fee), 53-19-66.1 and 53-19-66.2 (administrative revocation and reinstatement). Fee, form and procedure read 2026-08-10 from the statute source.
Research note. Statute mirror (2025 code) used because NM’s official compilation (nmonesource.com) was not fetched this session; mirror text matches the 2019-amended section. Online-only filing verified from the SOS’s own Business Services page (https://www.sos.nm.gov/business-services/); tax steps from tax.newmexico.gov (Close My Business and ‘How do I close my tax account?’).
Honest gap. This page covers the state filing that ends the entity, its fee and its tax-clearance condition. It does not cover creditor claims against a dissolved LLC, disputes between members, the tax treatment of a final distribution, reinstatement after an administrative dissolution, or withdrawal from any other state you registered in — each of those has its own rules. General information, not legal or tax advice. See methodology and corrections.