Updated August 12, 2026. Quick answer. To dissolve an LLC in Maine you file the Certificate of Cancellation (for a Maine LLC), and it can be filed on paper only. Fee: $75. Maine requires no tax-clearance certificate to accept the filing. Until that filing is accepted the LLC still legally exists — and whatever Maine charges an LLC each year keeps accruing against it.
What you file in Maine, and what it costs
| Item | Detail |
|---|---|
| Filing | Certificate of Cancellation (for a Maine LLC), Form No. MLLC-11C — filed with the Secretary of State, Division of Corporations, UCC and Commissions (single filing after dissolution/winding up) |
| Fee | $75 |
| How you can file | mail — Paper filing per the form: mail to Secretary of State, Division of Corporations, UCC and Commissions, 101 State House Station, Augusta, ME 04333-0101 (FedEx/UPS: 6 E. Chestnut Street, 5th Floor, Augusta, ME 04330), or hold-for-pickup in Augusta. Maine’s online business services cover annual reports and some filings, but the LLC Certificate of Cancellation is a paper form with a mailed/attested copy workflow; no online cancellation filing is offered on the form or the Bureau’s instructions. |
| Tax clearance | not required |
| Statute | 31 M.R.S. §1533(2) (certificate of cancellation); §1597 (winding up); §§1591–1593 (administrative dissolution and reinstatement); §1665/§1667 (annual report and late penalty) |
Read directly from the official form (maine.gov/sos/sites/maine.gov.sos/files/inline-files/mllc11c.pdf, form dated 7/19/2018; cover letter rev. 6/26/2024). Executed ‘pursuant to 31 MRSA §1533.2’; states formation date, that the LLC ‘is dissolved’ and the dissolution date, and effective date (filing date or future date). Must be signed by a person authorized by the LLC (31 MRSA §1676.1.B/.C) or, if no members remain, by the person winding up under §1597.1 or a person appointed under §1598.2. Execution is under penalties of false swearing (17-A MRSA §453). A completed Customer Contact Cover Letter must accompany the filing.
On the fee. ‘Filing Fee $75.00’ printed on the face of Form MLLC-11C. Optional expedite per the cover letter: +$50 (24-hour) or +$100 (immediate/same-day). Payable to Maine Secretary of State; check, money order, or credit-card voucher.
Tax clearance in Maine
No tax-clearance certificate is required to file in Maine. 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 the SOS’s own Form MLLC-11C and cover letter: no Maine Revenue Services clearance certificate is required as a precondition to filing the cancellation. (MRS can issue a tax clearance letter on request, but nothing in the SOS filing instructions requires one.)
Do not just walk away
Closing the business is not closing the entity. Administrative dissolution after SOS notice (60-day cure window) for failure to file the annual report or pay the late-filing penalty; reinstatement possible within 6 years
Grounds: 31 M.R.S. §1591 — including failure to deliver the annual report required by §1665 or to pay the §1667 late-filing penalty (text on legislature.maine.gov). Procedure: §1592 — SOS serves written notice of the determination; if the ground is not corrected within 60 days after the notice is perfected, the SOS administratively dissolves the LLC. Reinstatement: §1593 — application within 6 years of the effective date, curing the grounds and paying fees/penalties. Maine has no LLC franchise tax; the accruing cost is the annual report fee ($85) plus the statutory late penalty, and loss of good standing/entity status.
Closing the tax accounts
File final Maine returns marked out-of-business and report the closure via the Maine Tax Portal (income/withholding/sales as applicable)
Per Maine Revenue Services (maine.gov/revenue, Sales & Use FAQ): ‘To close a tax account, a final return must be filed’ — online filers answer Yes to ‘Have you gone out of business?’ and enter the closure date, or use Maine Tax Portal > More… > ‘Report Business Closure’; paper filers check the out-of-business box on the final return. Keep sales-tax records 6 years.
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 Maine — 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
31 M.R.S. §1533(2) (certificate of cancellation); §1597 (winding up); §§1591–1593 (administrative dissolution and reinstatement); §1665/§1667 (annual report and late penalty). Fee, form and procedure read 2026-08-10 from the official source.
Research note. Primary = the SOS’s own MLLC-11C PDF (fee and statute printed on the form) plus legislature.maine.gov statute text and Maine Revenue Services’ own FAQ for tax wind-down. Form revision date is 7/19/2018 but it is the version currently served on maine.gov (with a 6/26/2024 cover letter).
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.