How to dissolve an LLC in New Mexico

What does it cost to dissolve an LLC in New Mexico?

There are two numbers. The first is the New Mexico Secretary of State's filing fee for the Articles of Dissolution, which has generally sat in the range of about $25 to $50. Fee schedules change, so treat that as a planning figure and confirm the current amount on the Secretary of State site before you submit. The second is on the tax side, where the gross receipts tax registration is usually the item that matters most.

For an idle LLC that never traded, the filing fee is essentially the whole cost, and New Mexico's lack of a periodic annual report keeps it simple. For one that operated, the larger figure is usually the final gross receipts and income tax, not the dissolution fee. The table below sets New Mexico beside a few states people often compare it to.

Fees and form names change; we confirm the current figures with the Secretary of State before we file. Compare states on the main dissolution guide.

How do you dissolve an LLC in New Mexico, step by step?

The order is what keeps a New Mexico dissolution clean. Filing the Articles of Dissolution while your gross receipts registration is still open is the most common way people leave a loose end behind.

1. Vote to dissolve and record it. Approve the dissolution the way your operating agreement requires, usually a member vote, and put the decision in a short written resolution.
2. Wind up the business. Notify known creditors, settle or set aside money for debts, collect receivables, and distribute anything left to members. Handle debts before distributionsnot after.
3. File Articles of Dissolution. Submit them to the New Mexico Secretary of State and pay the fee. This is the core filing that ends the entity at the state level.
4. Close your tax accounts. Close the gross receipts tax registration and any other Taxation and Revenue Department accounts, and file final returns marked final.
5. Close the IRS account. File final federal returns and send the IRS a letter to close the business account attached to your EIN.
6. Cancel everything else. Local business licenses, permits, DBAs, and any registrations in other states.

Which form do you file in New Mexico?

A New Mexico LLC ends its existence by filing Articles of Dissolution with the New Mexico Secretary of Stateusually through the state's online business portal. That document records that the LLC has elected to wind up and dissolve. Confirm the current form on the Secretary of State site before submitting, since forms are periodically refreshed.

New Mexico's Articles of Dissolution do the same job as the generic articles of dissolution used in most states. For an LLC, this is the anchor filing that ends the entity at the state level.

Does New Mexico require tax clearance first?

New Mexico does not require you to attach a separate tax-clearance certificate to the Articles of Dissolution the way Texas requires a Certificate of Account Status. What matters most is closing your gross receipts tax registration and any other accounts with the Taxation and Revenue Department, and filing final returns. The Secretary of State and Taxation and Revenue are separate offices, so the dissolution filing does not close your tax accounts for you.

Gross receipts and CRS accounts

New Mexico taxes business activity through its gross receipts tax rather than a conventional sales tax, and businesses register through the state's combined reporting system. If your LLC did any business, it likely holds a gross receipts registration, and that account is the item that most often gets left open when people close an LLC. It keeps generating filing expectations until it is formally closed.

One thing that makes New Mexico simpler than most states: it does not require LLCs to file a periodic annual report with the Secretary of State. That removes one recurring obligation, but it does not remove the tax side. Closing the gross receipts account and filing final returns is the real dissolution work on the tax side. If you are not sure which accounts your LLC registered for, a specialist can help you check before you file.

How long does it take in New Mexico?

The paperwork itself is quick, a day or two to prepare the Articles of Dissolution correctly once winding-up is done. Processing at the New Mexico Secretary of State depends on their queue and whether you file online or by mail; online filings are generally faster. Because the state controls its own timing, we confirm the realistic current window before filing rather than promising a date the state owns.

Confirm the current processing times with the Secretary of State before relying on a date, the queue moves.

What about your EIN and final taxes?

Filing the Articles of Dissolution closes the New Mexico entity. It does not touch your federal tax life. The IRS does not cancel an EIN, the number is permanent and never reassigned, so what you actually do is close the IRS business account behind it. The IRS will not close that account while final returns are outstanding, and the New Mexico filing gives the IRS no signal at all.

On the state side, file your final New Mexico income and gross receipts returns marked final, and file the relevant final federal return for how your LLC is taxed. Getting those “final” markers right is what ends the cycle with Taxation and Revenue and the IRS together.

What if you never used the New Mexico LLC?

This is the simpler case, and New Mexico makes it lighter still by not requiring an annual report. If the LLC never conducted business, never obtained an EIN, and holds no gross receipts registration, a state-only dissolution is usually the whole job. See cancelling an LLC you never used for how that lighter path works.

If the LLC did get an EIN, even without trading, you still have that IRS account to close. The honest answer depends on those facts, and a specialist can confirm which route your situation puts you in before you pay for anything you do not need.

Rather have it handled?

We prepare and file the Articles of Dissolution, guide the gross receipts close-out and final returns, and, if your LLC ever had an EIN, close the IRS business account too. Two situations, two prices, a specialist call in both. If you are not sure which is yours, a specialist is on WhatsApp 24/7 and will tell you straight, even when the honest answer is the $99 or nothing at all.