US companies don't disappear when you stop using them. They keep accumulating state fees, annual report obligations, franchise taxes, penalties, and tax notices. Brio closes yours properly and permanently.
Message us before you dissolve. We review your filings, reports, franchise taxes and any penalties, then send you a customized quote. No checkout, because no two companies close for the same price.
Many founders think: I'll just stop using the company and it will quietly disappear.
It won't. In the eyes of your state and the IRS, a company exists until someone files the paperwork that ends it. Until that happens it is still alive, still on the books, and still generating obligations in your name.
Closing properly costs a little. Not closing can cost everything. One filing draws the line and says: this company is finished, and here is the official proof.
None of this stops on its own, and none of it sends you a warning you will actually see.
Yearly fees don't stop because you stopped. They pile up, with late penalties on top, until the state either dissolves the company itself or hands you a bill years later. See what your state charges in the state guides.
This is the big one. A US company owned by a foreign person generally has to send Form 5472 with a pro-forma Form 1120 to the IRS every year, even with zero income. Skip it and the penalty starts at $25,000. Per year. Most owners abroad have never heard of it until the letter arrives.
A living company can be taken to court, and the notices go to a US address you stopped checking long ago. You can lose by default in a case you never knew existed, because nobody was there to receive the papers.
Old unpaid US obligations tend to resurface at the worst moment: when you form your next US company, apply for a visa, or try to open a US bank account.
A complete shutdown, not just one form filed and fingers crossed.
We look at what your company owes before anything else, and tell you the true total cost to close. No surprises halfway through.
Articles of dissolution or your state's equivalent, prepared correctly and filed with the right office.
States won't let you close with unpaid homework. Outstanding annual reports and franchise taxes get cleared first so the closure is accepted.
Including that $25,000-penalty form, done right one last time and marked final. Handled by the same team behind our US tax filing service.
So the IRS stops expecting returns from a company that no longer trades. Your number stays yours; the account is simply closed.
Bank account, Amazon, Stripe, registered agent, subscriptions: everything, in the right order, so nothing gets frozen while money is still moving.
Message us before you file anything. We review your company's filing history and give you the full, honest closing cost as a customized quote.
Any pending state or federal forms get filed so the state will actually accept your closure. This is the step most DIY attempts fail on.
State done. IRS done. Your EIN file closed. You don't deal with any of the offices yourself.
Official proof your company is closed. Frame it or file it. Either way, you're free.
We'd rather lose a sale than watch you make an expensive mistake. Before you close, consider three things:
Book the free call. If closing is truly your best option, we'll say so and handle everything. If it isn't, we'll tell you that too. That's the deal.
We get this question every week, and the answer is: please don't. The penalties, especially the $25,000 IRS one, don't care that the company was empty. Closing an inactive company is the cheapest version of this job. Ignoring it is by far the most expensive.
Almost always yes. One last set, marked final, so the IRS knows to stop expecting returns from you. It's included in our full shutdown package.
Usually 2 to 6 weeks, depending on your state and whether there's old homework to clear first. States with a backlog or a tax-clearance requirement sit at the longer end.
It stays yours forever, since EINs are never reused or reassigned. We send the IRS a letter to close the account associated with it, so nothing is expected from it again. If you're unclear on which numbers do what, read EIN vs ITIN vs SSN.
You take it out and settle any debts as part of closing, and the order matters: creditors first, owners last. Distributing to yourself before debts are cleared can make you personally liable for them. We walk you through it step by step.
For a while, yes. Many states let you reinstate a recently closed company, though the window and the cost vary. After that you'd be starting a new one from scratch. If there's any doubt in your mind, read the section above and call us first.
Free check-up, honest advice, and official proof when it's done. Message us with your company details and we'll come back with a customized quote.
