It takes more than stopping all business operations in Florida to close a sole proprietorship. Businesses must meet state and federal requirements to close or dissolve legally. While the process can be complicated, it can be done successfully to avoid financial or legal problems. Below, the experienced business attorneys at BrewerLong explain the steps to closing a sole proprietorship. Contact us today to speak with an experienced Orlando business attorney!

What Is a Sole Proprietorship?

A sole proprietorship is a type of business where one person owns and runs the business. The business does not have its own legal identity, and there is no distinction between the business and the owner. The owner is also personally responsible for all the business’s debts and liabilities.

Why Would You Close a Sole Proprietorship?

There are many reasons to close a sole proprietorship, the most common being the business owner’s death. Other reasons include:

  • You are relocating, have a disability, or are changing careers;
  • You are retiring and don’t want to run the business anymore;
  • You sold the business to someone else;
  • You want to change your business structure to a partnership, limited liability company (LLC), or corporation;
  • You are merging your business with another business; or
  • Your business is no longer profitable or facing bankruptcy.

You can close your sole proprietorship anytime, no matter why you want to dissolve it.

What Are the Consequences of Closing a Sole Proprietorship?

When you close a sole proprietorship, you legally terminate the business. This means your business can no longer operate, make sales, or enter into contracts. To do this responsibly, you must take specific steps, such as notifying the state, canceling business licenses, and paying off debts. Failure to follow the steps for properly closing a sole proprietorship may result in lawsuits, penalties, and fines. 

Getting legal advice can help you ensure you have all the necessary paperwork and meet all your legal obligations. An experienced lawyer can also advise you on handling any taxes or debts that may arise due to the closure of your business.

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How to Close a Sole Proprietorship in Florida

Closing a sole proprietorship may initially seem daunting, but it doesn’t have to be. You can quickly and smoothly close your business by following these simple steps.

Step 1: Notify Your Customers, Vendors, and Employees.

Tell your customers, contractors, and vendors you are closing your business and when it will close. You can do this by sending a letter or an email. You can also post an announcement on social media. Ensure you make arrangements to complete any contracts or sales you have left and pay any outstanding invoices or fees.

If you have 100 or more employees, the federal Worker Adjustment and Retraining Notification (WARN) Act requires you to provide written notice at least 60 days before any planned termination.

Step 2: Notify the Florida Department of State and Internal Revenue Service

Sole proprietorships in Florida are not required to file any documentation of closing their business. However, you can file a notice of dissolution to alert any unknown creditors. If you registered a fictitious name, you will need to cancel it, and you must notify the IRS that you are closing your business. 

Step 3: Cancel Your Business Licenses and Permits

If you have any business licenses or permits, they must be canceled before you close your sole proprietorship. Your business’s sales tax ID number should also be deactivated. Contact the agencies that issued your business licenses and permits to cancel them.

Step 4: Pay Any Outstanding Taxes and Debts

Before closing your business, pay all outstanding taxes and debts. This includes paying your employees their last paychecks and filing your final tax return with the State and the IRS. You should also close any bank accounts and credit cards associated with the business.

Step 5: Keep Your Business Records for at Least Four Years

You must keep your business records for at least four years after you close your business. This includes financial documents, tax returns, and employee records. These documents can help you if you are later sued or face penalties.

We’ll Help You Close Your Business

Closing a sole proprietorship can be tricky, but following all the steps to ensure your business is officially dissolved is essential. If you have any questions or concerns about how to dissolve your business, the BrewerLong team can help. We’ve been helping Florida businesses with their legal needs for over 15 years.

Contact us today. We’ll explain your obligations and help you properly close your business.

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