Legal Question in Business Law in California

Re: Can I dissolve my LLC but keep business running?

With respect to Question #1: Not that I know of.

With respect to #2:

Ordinarily, when a business changes form, it must get a new Federal tax ID number because Federal taxation looks at the entity itself, not the specific operations it is performing. Your LLC can change from being an airline to being a software development company without changing numbers, but if it incorporates and continues to be an airline, it needs a new number. However, I do believe most LLCs (with two or more members)elect to be taxed as partnerships and to file partnership tax returns (form 1065); if this described your LLC, you may not need a new Federal tax ID number upon dissolving the LLC and treating the business as a general partnership. I advise you to download and study the instructions for IRS Form SS-4, and maybe call the IRS if in doubt. A change in the name of the business does not seem to be a actor occasioning a change of EIN.

Your business license needs will be dictated by local rule and policy; I'd say you'll probably need a new one, but ask locally.

I think you'll need a new seller's permit. Ask the Board of Equalization.

Consider also whether you'll need to file, refile or cancel your fictitious business name (dba). LLCs that operate under their official name don't need to file a dba. A partnership is more likely to need to file one.

Consider whether you have increased risk that needs insuring if you go from an LLC to a general partnership; also, you'll want to replace your LLC operating agreement with a partnership agreement.

Finally, if the business can't afford an $800 a year franchise tax, maybe it isn't worth keeping it going at all, especially considering the personal liability general partners bear for all partnership debts.