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How to Dissolve an LLC in Nebraska (2026)

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Updated August 12, 2026. Quick answer. To dissolve an LLC in Nebraska you file the Statement of Dissolution — Limited Liability Company, and it can be filed online or on paper. Fee: $25 online / $30 in-office. Nebraska requires no tax-clearance certificate to accept the filing. Until that filing is accepted the LLC still legally exists — and whatever Nebraska charges an LLC each year keeps accruing against it.

What you file in Nebraska, and what it costs

ItemDetail
FilingStatement of Dissolution — Limited Liability Company (no form number; SOS form cites Neb. Rev. Stat. 21-148), filed with the Nebraska Secretary of State; followed by mandatory published notice of dissolution with proof of publication filed with the SOS
Fee$25 online / $30 in-office
How you can fileboth — Filed by mail/in person (SOS, PO Box 94608, Lincoln, NE 68509) or online via the SOS Corporate & Business Document eDelivery system; the form’s dual fee ($30 in-office / $25 online) confirms both routes.
Tax clearancenot required
StatuteNeb. Rev. Stat. §§ 21-148 (statement of dissolution), 21-193 (publication of notice of dissolution), 21-151 (administrative dissolution)

Form text: ‘The above-named Limited Liability Company is dissolved. The company shall discharge the company’s debts, obligations, or other liabilities, settle and close the company’s activities, and marshal and distribute the assets of the company.’ Neb. Rev. Stat.

On the fee. Printed on the official SOS form: ‘FILING FEE: $30.00 (In-Office) / $25.00 (Online), Revised 07/01/2021.’ Newspaper publication cost (3 weeks) is additional and set by the newspaper, not the state.

If you would rather have it filed for you

Bizee will prepare and file the dissolution paperwork described above in Nebraska on your behalf. The state filing fee is separate and you pay it either way. Filing it yourself, by the official route above, stays the cheapest way to close an LLC.

Bizee’s BBB rating, verified directly against BBB’s own listing on September 3, 2026: a C, not accredited, with 83 complaints filed and BBB’s own finding that the business “has failed to resolve underlying cause(s) of a pattern of complaints.” Check BBB’s current listing yourself before you buy. A rating we did not just verify is worse than none.

Bizee does not publish a price for this filing on the page this link opens, so you will have to ask for one. We earn a commission if you buy through this link, between $20 and $175 depending on which service you buy, disclosed here rather than left vague. It does not change the price you pay. We are not a law firm and this is not legal advice. Affiliate Disclosure.

See Bizee’s dissolution service

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Tax clearance in Nebraska

No tax-clearance certificate is required to file in Nebraska. That is not the same as owing nothing — it means the state will accept the filing without a revenue-agency sign-off first.

No pre-dissolution tax clearance: the official Statement of Dissolution form (read in full) requires only the dissolution statement and signature, and §§ 21-148/21-193 impose no clearance condition. Nebraska DOR’s ‘Closing Your Business in Nebraska’ page describes final returns and program cancellation but no clearance certificate as a prerequisite to the SOS filing.

Do not just walk away

Closing the business is not closing the entity. Administrative dissolution: if the biennial report or SOS fees are 60+ days overdue, the SOS serves notice and, absent cure within a further 60 days, files a declaration of dissolution; the LLC then exists only to wind up

Neb. Rev. Stat. § 21-151: the SOS may administratively dissolve an LLC that fails to ‘pay, within sixty days after the due date, any fee, tax, or penalty due to the Secretary of State’ or to ‘deliver, within sixty days after the due date, its biennial report’ (biennial reports due in odd-numbered years); after notice, the company has 60 days to correct before the declaration of dissolution is filed. Post-dissolution the LLC ‘continues in existence’ but may only wind up and liquidate. The Nebraska SOS has actively mailed dissolution notices to LLCs that failed to file biennial reports (sos.nebraska.gov notice re: 2023-2024 biennial-report nonfilers).

Closing the tax accounts

File Form 22 (Nebraska Change Request) with NE DOR to cancel tax certificates/licenses/permits (sales, withholding, etc.); final returns due within 20 days of ceasing business

NE DOR: ‘A taxpayer closing a business must request cancellation of the tax program using Form 22’; ‘A final return must be filed within 20 days after you cease business operations’; returns required for all periods through the last transaction or wage payment. Sources: revenue.nebraska.gov/businesses/closing-your-business-nebraska and Form 22 (revenue.nebraska.gov/sites/default/files/doc/tax-forms/f_22.pdf).

Before you file

We do not form or dissolve LLCs and we do not sell filing services. The only ask on this page is a sponsored link, marked as one, and we may be paid if you use it. Nothing above changes based on that.

Sources and limits

Neb. Rev. Stat. §§ 21-148 (statement of dissolution), 21-193 (publication of notice of dissolution), 21-151 (administrative dissolution). Fee, form and procedure read 2026-08-10 from the official source.

Research note. Official form PDF read in full (fee, statute cite, address printed on the form). Statutes at https://nebraskalegislature.gov/laws/statutes.php?statute=21-148 and =21-193 and =21-151; DOR steps at https://revenue.nebraska.gov/businesses/closing-your-business-nebraska. The § 21-193 fetch summary contained a garbled internal cross-reference (‘as required by section 21-150’); the operative publication requirement (3 successive weeks, proof filed with SOS) was quoted directly and is reliable.

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.

If Nebraska already ended it for you, this is the other direction. Administrative dissolution is not the filing you make on purpose, and in Nebraska a $30 form inside five years; past that, a flat $500 and a sworn statement that coming back is not a fraud on the public. The statute is quoted on reinstating a Nebraska LLC.

Not ready to dissolve? If the LLC still has work to do, just under a different state’s law, see moving an LLC out of Nebraska instead of closing it.

Closing a for-profit corporation, not an LLC? See dissolving a corporation in Nebraska for the statute-specific filing, tax-clearance rule and fee.

Related: Nebraska’s registered agent requirements, including who can serve and what happens if you don’t have one.

Related: Nebraska’s LLC Certificate of Good Standing cost, including who issues it and how fast you can get one.

See LLC Cost by State: The Five-Year Number, Not the Filing Fee for more on this.

See the filing option on this page