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How to Dissolve a Corporation in Florida (Articles of Dissolution, $35)

Updated September 3, 2026. Quick answer: a Florida for-profit corporation dissolves by filing Articles of Dissolution under Fla. Stat. § 607.1403 for $35, and Florida does not gate the filing on a tax clearance certificate.

The filing, and what Florida calls it

Florida’s Articles of Dissolution content list at § 607.1403(1) is exhaustive on its face (name, date of authorization, and the approval method), with no tax item anywhere in it, and the Division of Corporations’ own form confirms that scope.

The tax clearance question

Florida does not gate the Articles of Dissolution on a tax clearance certificate. No tax clearance step gates the filing. The corporation separately owes a final Form F-1120 corporate income tax return with the “Final return” box checked, filed with the Department of Revenue as its own, independent obligation. (Fla. Stat. § 607.1403; Fla. Dept. of Revenue Form F-1120N instructions (R.01/26)) That does not erase the corporation’s final tax filings; it just means the Secretary of State’s office is not the one checking for them before accepting the paperwork.

Creditors and the claims window

Florida makes available, but does not require, a formal notice-to-known-and-unknown-creditors procedure, with a 120-day claims-bar window. The Division of Corporations’ own notice form states plainly that creditor notice is optional and is not required to file a dissolution. If used, known claims get a minimum 120 days to respond, and unknown claims are barred unless suit is filed within 4 years of the notice. (Fla. Stat. §§ 607.1406, 607.1407)

What the filing costs

The Articles of Dissolution carries a $35 filing fee. Includes a letter of acknowledgment (Division form CR2E012).

What this page does not answer

Dissolving the entity at the state level and closing it out with the IRS are two separate processes. A final federal return, IRS Form 966 in some circumstances, and canceling the EIN are governed by federal law, not by Florida’s corporation statute, and this cluster does not source them. We have the state-filing answer at primary and the federal-closeout answer not at all.

This page sells nothing and links to no filing service. Dissolving a corporation is a filing-desk task with a statutory answer, and the answer is either in the state’s code and the Secretary of State’s own instructions or it is not.

This page covers a for-profit business corporation. If you are closing an LLC in Florida instead, the filing, fee and statute are different: see dissolving an LLC in Florida.

Sources

Every citation on this page is statutory or the Secretary of State’s own official filing instructions. No formation service, no registered-agent marketing page and no aggregator is cited anywhere in this cluster; those are the only publishers of the competing versions.

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