# How to Dissolve an LLC in Michigan: Form 731, $10 Fee

> Dissolve a Michigan LLC with Certificate of Dissolution Form 731 ($10) filed with LARA, then request Treasury tax clearance within 60 days. Steps, FAQs.

Canonical: https://origindatapartners.com/guides/dissolve-llc-michigan
By: Origin Data Partners
Status: Published
Published: 2026-11-11
Updated: 2026-11-11
Sources checked: 2026-11-11

## Quick answer

To dissolve an LLC in Michigan, file a Certificate of Dissolution (Form CSCL/CD-731) with the LARA Corporations Division and pay the $10 fee, online with a MiLogin for Business account or on paper. The LLC must be in good standing first. Within 60 days of filing, request a tax clearance from the Michigan Department of Treasury on Form 5156 with Form 163.

## Key points

- Michigan has one closing filing for an LLC: the Certificate of Dissolution, Form 731, for a $10 fee.
- LARA will not accept it from an LLC whose AR Standing is Not Good, so restore first if annual statements were missed.
- The tax step comes after filing: ask Treasury for a tax clearance within 60 days, using Form 5156 with Form 163.

## How to dissolve an LLC in Michigan, step by step

Michigan keeps the state side of closing an LLC short: one filing with the Corporations Division of the Department of Licensing and Regulatory Affairs (LARA), then one tax clearance request to the Department of Treasury. The order matters, because LARA will not take the filing from an LLC that has slipped out of good standing ([LARA FAQ](https://www.michigan.gov/lara/bureau-list/cscl/corps/frequently-asked-questions)). For the parts every state shares, such as the member vote and the final federal returns, see [how to dissolve an LLC](https://origindatapartners.com/guides/how-to-dissolve-an-llc).

In the order most Michigan owners handle it:

- Read the operating agreement. LARA lists three ways a Michigan LLC dissolves voluntarily: an event the articles or operating agreement name, including a vote of members; the unanimous vote of all members entitled to vote; or action by the organizers ([LARA](https://www.michigan.gov/lara/bureau-list/cscl/corps/frequently-asked-questions)). Put the decision in writing.
- Look up the LLC on the state business entity search. If its AR Standing reads Not Good, the restoration filing and the missed annual statements come before anything else.
- File the Certificate of Dissolution when the LLC begins winding up its affairs, which is when section 804 of the Michigan Limited Liability Company Act calls for it ([MCL 450.4804](https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-4804)).
- Within 60 days of that filing, send Treasury Form 5156 and Form 163 if the LLC is registered for Michigan business taxes.
- Pay final wages, file final state and federal returns, settle debts and distribute what remains to the members.
- Close the IRS account by letter once every return is in, and keep the Treasury clearance letter with the company books.

Source: [Michigan LARA Corporations Division: Frequently Asked Questions](https://www.michigan.gov/lara/bureau-list/cscl/corps/frequently-asked-questions)

## Michigan Certificate of Dissolution: Form 731, the $10 fee and how to file

The Michigan Limited Liability Company Act sets the fee for a certificate of dissolution at $10 ([MCL 450.5101](https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-5101)). LARA lists two versions of the form ([LARA forms](https://www.michigan.gov/lara/bureau-list/cscl/corps/forms/limited-liability-company-forms)). Form 731 is the ordinary one. Form 730 is for a company that never started business, issued no membership interests and has no debts or other liabilities, with the dissolution approved by a majority of its organizers ([MCL 450.4804](https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-4804)).

Online filing runs through michigan.gov/fileonline. You need a MiLogin for Business account; you then find the LLC, choose to file a subsequent document, select the Certificate of Dissolution and pay the fee with a debit or credit card ([LARA](https://www.michigan.gov/lara/bureau-list/cscl/corps/frequently-asked-questions)). The paper form can also be downloaded from the LARA forms page and sent to the Corporations Division.

This guide is general information, not legal or tax advice. Fees and forms change: confirm them with the agency before you file, and ask an attorney or accountant about your situation.

| Document | Form | Fee | Where | Notes |
| --- | --- | --- | --- | --- |
| Certificate of Dissolution (LLC) | CSCL/CD-731 | $10 | LARA Corporations Division, online or paper | The LLC must be in good standing |
| Certificate of Dissolution for an LLC that never started business | CSCL/CD-730 | $10 | LARA Corporations Division | Approved by a majority of the organizers |
| Certificate of Restoration of Good Standing | Form 770/771 | $50, plus $25 for each missed annual statement | LARA Corporations Division | Only if AR Standing is Not Good |
| Request for Tax Clearance | Treasury Form 5156 with Form 163 | No fee | Michigan Department of Treasury | Within 60 days of filing the dissolution |
| Certificate of Withdrawal (out-of-state LLC) | Form 761 | $10 | LARA Corporations Division | For LLCs formed in another state |

Source: [MCL 450.5101: Michigan LLC filing fees](https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-5101)

## Michigan Treasury tax clearance, Form 163 and the accounts to close

LARA pairs the dissolution with a tax step: request a tax clearance from the Michigan Department of Treasury within 60 days of filing ([LARA](https://www.michigan.gov/lara/bureau-list/cscl/corps/frequently-asked-questions)). The request goes on Form 5156, and Treasury requires Form 163, Notice of Change or Discontinuance, with any clearance request made for a dissolution or withdrawal ([Treasury FAQ](https://www.michigan.gov/taxes/business-taxes/clearance/questions/tax-clearance-frequently-asked-questions)).

Three details from Treasury help with planning. There is no fee for the request. Treasury responds within 60 days of receiving Form 5156, and it works requests in the order received without expediting any of them. An LLC that was never registered for the business taxes Treasury administers under MCL 205.27a does not file Form 5156 at all and cannot receive a clearance certificate ([Treasury FAQ](https://www.michigan.gov/taxes/business-taxes/clearance/questions/tax-clearance-frequently-asked-questions)). If the review finds no outstanding liabilities for the period the business operated, Treasury issues a Tax Clearance Certificate stating that no taxes are due ([Treasury](https://www.michigan.gov/taxes/business-taxes/clearance)).

- Sales, use and withholding: Form 163 is also how the Registration Section of Treasury learns that the business has stopped ([Treasury](https://www.michigan.gov/taxes/business-taxes/clearance/accordion/tax-related/selling-or-closing-your-business)).
- Unemployment insurance: Treasury does not clear it. Clearance statements for unemployment taxes come from the Unemployment Insurance Agency ([Treasury](https://www.michigan.gov/taxes/business-taxes/clearance)).
- Federal: the IRS expects a final return for the year the business closes ([IRS](https://www.irs.gov/businesses/small-businesses-self-employed/closing-a-business)). A Michigan LLC with two or more members taxed as a partnership files its last Form 1065 ([IRS](https://www.irs.gov/businesses/small-businesses-self-employed/closing-a-business)); a single-member LLC usually reports on the owner's return.

Source: [Michigan Department of Treasury: Tax clearance FAQ](https://www.michigan.gov/taxes/business-taxes/clearance/questions/tax-clearance-frequently-asked-questions)

## Dissolving a Michigan corporation instead

A Michigan profit corporation also closes with a Certificate of Dissolution at the Corporations Division. It is Form 531 for a corporation that has done business and Form 530 for one that never commenced, each with a $10 fee ([LARA fees](https://www.michigan.gov/lara/bureau-list/cscl/corps/filing-fees/domestic-profit-professional)). LARA gives corporations the same tax instruction as LLCs: request Treasury clearance within 60 days of filing ([LARA](https://www.michigan.gov/lara/bureau-list/cscl/corps/frequently-asked-questions)).

One difference catches corporate owners out. LARA lists failure to file annual reports for two years among the ways a corporation is dissolved ([LARA](https://www.michigan.gov/lara/bureau-list/cscl/corps/frequently-asked-questions)). An automatic dissolution like that still leaves the winding up, the tax clearance and the federal paperwork to do, including Form 966, which the IRS asks a corporation to file after it adopts a plan to dissolve ([IRS](https://www.irs.gov/businesses/small-businesses-self-employed/closing-a-business)). The board and shareholder steps are in [how to dissolve a corporation](https://origindatapartners.com/guides/dissolve-a-corporation).

Source: [Michigan LARA: Domestic profit and professional corporation filing fees](https://www.michigan.gov/lara/bureau-list/cscl/corps/filing-fees/domestic-profit-professional)

## Good standing, restoration and what happens if a Michigan LLC just stops filing

Every Michigan LLC files an annual statement, and the statute sets its fee at $25 through September 30, 2027 ([MCL 450.5101](https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-5101)). Skipping it does not close the company. It leaves the LLC not in good standing, and LARA then refuses the dissolution filing until the company restores itself ([LARA](https://www.michigan.gov/lara/bureau-list/cscl/corps/frequently-asked-questions)).

Restoration means filing a Certificate of Restoration of Good Standing, Form 770/771, for $50, together with every missing annual statement at $25 each ([LARA](https://www.michigan.gov/lara/bureau-list/cscl/corps/how-do-i/renewals/restore-my-llc)). If the restoration reaches LARA on or after February 15, the current year's statement must go in with it as well ([LARA](https://www.michigan.gov/lara/bureau-list/cscl/corps/how-do-i/renewals/restore-my-llc)). An LLC that missed three statements therefore pays $125 to restore before it can spend $10 to dissolve.

Letting a dormant Michigan LLC sit is a poor substitute for closing it. The public record keeps listing it, its resident agent keeps receiving its mail, and the restoration bill grows each year it is ignored.

Source: [Michigan LARA: Restore my LLC](https://www.michigan.gov/lara/bureau-list/cscl/corps/how-do-i/renewals/restore-my-llc)

## Withdrawing an out-of-state LLC from Michigan

An LLC formed in another state that registered to do business in Michigan does not dissolve here. It files a Certificate of Withdrawal, Form 761 ([LARA forms](https://www.michigan.gov/lara/bureau-list/cscl/corps/forms/limited-liability-company-forms)), and the statutory fee for withdrawing a foreign LLC is $10 ([MCL 450.5101](https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-5101)). Treasury's clearance process covers withdrawals as well, with Form 163 attached ([Treasury FAQ](https://www.michigan.gov/taxes/business-taxes/clearance/questions/tax-clearance-frequently-asked-questions)). The company still has to be closed in its home state.

The reverse case is common too: a Michigan LLC registered in Ohio, Indiana or Illinois needs a withdrawal or cancellation in each of those states, under each state's own fees and tax rules.

Source: [Michigan LARA: Limited liability company forms](https://www.michigan.gov/lara/bureau-list/cscl/corps/forms/limited-liability-company-forms)

## Michigan records to keep before you switch systems off

Treasury's clearance review looks back across the company's returns and payments, so the files behind them should outlast the clearance letter. The IRS asks businesses to keep employment tax records for at least 4 years after the tax becomes due or is paid, whichever is later ([IRS](https://www.irs.gov/businesses/small-businesses-self-employed/how-long-should-i-keep-records)). Name the member who will keep the books, and where, in the written decision to dissolve.

Export before you cancel. Accounting, payroll, CRM, ticketing and email tools often delete data soon after a subscription ends, and a dissolved Michigan LLC has no easy way to reopen an account to get it back. The [export checklist](https://origindatapartners.com/guides/export-company-records-before-closing) lists what to pull from each system, and [business records after closing](https://origindatapartners.com/guides/business-records-after-closing) covers who should hold them.

Some of those records may be worth more than the cost of storing them. Years of support tickets, work orders, quotes, code and internal discussion can be licensed for AI training when the company holds the rights and personal details are removed first. That is a separate decision from the dissolution and changes nothing above; [selling company data after closing](https://origindatapartners.com/guides/sell-company-data-after-closing) explains how it works.

Source: [IRS: How long should I keep records?](https://www.irs.gov/businesses/small-businesses-self-employed/how-long-should-i-keep-records)

## Next step for a Michigan LLC

Check the AR Standing, file Form 731, send Form 5156 and Form 163 to Treasury within 60 days, and file the clearance certificate with the company records when it arrives.

Closing the company? Before you cancel software or delete files, find out whether its records are worth licensing: years of tickets, work orders, email and code can be. [Get a free estimate of what your records could be worth](https://origindatapartners.com/check-fit).


## Questions and answers

### How much does it cost to dissolve an LLC in Michigan?

The state fee for the Certificate of Dissolution is $10, set by MCL 450.5101. Treasury charges nothing for a tax clearance request. If the LLC is not in good standing, add $50 for the restoration and $25 for each missed annual statement.

### Can I dissolve an LLC online in Michigan?

Yes. Sign in at michigan.gov/fileonline with a MiLogin for Business account, find the LLC, file the Certificate of Dissolution as a subsequent document and pay by debit or credit card. A paper form is also available from LARA.

### Do I need a tax clearance to dissolve an LLC in Michigan?

LARA tells LLCs to request a tax clearance from the Department of Treasury within 60 days of filing the Certificate of Dissolution. Use Form 5156 with Form 163. An LLC that was never registered for Treasury-administered business taxes does not file Form 5156.

### How long does it take to dissolve an LLC in Michigan?

LARA's dissolution instructions give no processing time for the certificate. Treasury responds to a clearance request within 60 days of receiving Form 5156 and cannot expedite it, so plan for the tax step to take the longest.

### What is the difference between Form 730 and Form 731 in Michigan?

Form 731 is the ordinary Certificate of Dissolution. Form 730 is for an LLC that never commenced business, issued no membership interests and has no debts, where a majority of the organizers approved the dissolution. Both cost $10.

### What happens if I don't dissolve my LLC in Michigan?

The LLC stays on the record and falls out of good standing when annual statements stop. To close it later you must first restore it, at $50 plus $25 for each missed statement, before the $10 dissolution is accepted.

### How do I close a business in Michigan?

For an LLC or corporation, file the Certificate of Dissolution with LARA, request Treasury tax clearance within 60 days, notify Treasury on Form 163, close the unemployment account with the UIA, file final federal returns and close the EIN by letter.

## Sources

- [Michigan LARA Corporations Division: Frequently Asked Questions](https://www.michigan.gov/lara/bureau-list/cscl/corps/frequently-asked-questions)
- [MCL 450.5101: Michigan LLC filing fees](https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-5101)
- [MCL 450.4804: Michigan certificate of dissolution](https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-4804)
- [Michigan LARA: Restore my LLC](https://www.michigan.gov/lara/bureau-list/cscl/corps/how-do-i/renewals/restore-my-llc)
- [Michigan LARA: Domestic profit and professional corporation filing fees](https://www.michigan.gov/lara/bureau-list/cscl/corps/filing-fees/domestic-profit-professional)
- [Michigan LARA: Limited liability company forms](https://www.michigan.gov/lara/bureau-list/cscl/corps/forms/limited-liability-company-forms)
- [Michigan Department of Treasury: Tax clearance](https://www.michigan.gov/taxes/business-taxes/clearance)
- [Michigan Department of Treasury: Tax clearance FAQ](https://www.michigan.gov/taxes/business-taxes/clearance/questions/tax-clearance-frequently-asked-questions)
- [Michigan Department of Treasury: Selling or closing your business](https://www.michigan.gov/taxes/business-taxes/clearance/accordion/tax-related/selling-or-closing-your-business)
- [IRS: Closing a business](https://www.irs.gov/businesses/small-businesses-self-employed/closing-a-business)
- [IRS: How long should I keep records?](https://www.irs.gov/businesses/small-businesses-self-employed/how-long-should-i-keep-records)

## Related reading

- [LLC Dissolution Fees and Forms by State (2026)](https://origindatapartners.com/guides/dissolve-llc-by-state)
- [How to dissolve an LLC: steps, forms and fees by state](https://origindatapartners.com/guides/how-to-dissolve-an-llc)
- [How to dissolve a corporation: forms, fees and Form 966](https://origindatapartners.com/guides/dissolve-a-corporation)
- [Cancel Google Workspace or delete Slack? Export data first](https://origindatapartners.com/guides/export-company-records-before-closing)
- [How to close a business: a step-by-step US checklist](https://origindatapartners.com/guides/closing-a-business-checklist)