The Fate Of Your LLC When It Doesn't Make Money

  • John A. Osborne
  • Mar 25, 2023
Small Business Insurance Missouri

Starting a Limited Liability Company (LLC) is a common business structure for small business owners. It provides personal liability protection and offers tax flexibility. However, what happens if your LLC never makes money? It’s a question many LLC owners ask themselves, and it’s essential to know the answer to make informed decisions about your business.

In this article, we’ll explore the fate of your LLC when it doesn’t make money, from tax implications to legal obligations.

Tax Implications

One of the significant benefits of forming an LLC is the tax flexibility it provides. LLCs are pass-through entities, meaning the business doesn’t pay taxes. Instead, profits and losses pass through to the members’ personal tax returns.

However, when your LLC doesn’t make money, it can still have tax implications. Even if your LLC doesn’t make a profit, you may still need to file a tax return. Here are some key tax considerations:

  • If your LLC has no income, you can file a zero income tax return.
  • If your LLC has losses, you can deduct those losses on your personal tax return.
  • If your LLC doesn’t earn any income for several years, the IRS may reclassify it as a hobby, which limits your ability to deduct expenses.

LLCs have legal obligations, even if they don’t make money. As an LLC owner, you must fulfill these requirements to avoid penalties and maintain your business’s legal status. Here are some legal obligations to keep in mind:

  • Annual Reports: Most states require LLCs to file an annual report, even if they don’t make money. Failure to file an annual report can result in fines or even the dissolution of your LLC.
  • Business Licenses: Some states and cities require LLCs to obtain business licenses, even if they don’t make money. Check your local requirements to ensure compliance.
  • Operating Agreement: While not required by law, an operating agreement is a crucial document that outlines how your LLC operates. It’s essential to have one, even if your LLC doesn’t make money.

Dissolving Your LLC

If your LLC isn’t making money and you don’t see a path to profitability, you may consider dissolving your LLC. Dissolving your LLC means shutting down your business and canceling your LLC’s legal status. Here are some things to keep in mind if you’re considering dissolving your LLC:

  • File Articles of Dissolution: To dissolve your LLC, you must file Articles of Dissolution with your state’s Secretary of State office.
  • Pay Outstanding Obligations: Before dissolving your LLC, you must pay any outstanding debts or obligations.
  • Notify Authorities: Depending on your state, you may need to notify state and local authorities, creditors, and customers of your LLC’s dissolution.


In summary, forming an LLC provides personal liability protection and tax flexibility, even if your LLC doesn’t make money. However, it’s essential to fulfill your legal obligations and consider your options if your LLC isn’t profitable. Remember, consulting with a legal or financial professional can help you make informed decisions about your LLC’s future.

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